Vista Group International Limited logo

2025 Annual Meeting of Shareholders

AGM21 May 2025VGLInformation Technology

1 VISTA GROUP INTERNATIONAL LTD, SHED 12, CITY WORKS DEPOT, 90 WELLESLEY STREET WEST, AUCKLAND 1010, NZ

MARKET ANNOUNCEMENT

21

st

May 2025, Vista Group International Ltd, Auckland, New Zealand


_____________________________________________________________


Chair’s Address and CEO’s Address – 2025 Annual Shareholders’ Meeting


Chair’s Address (Susan Peterson)

Tēnā koutou, tēnā koutou, tēnā koutou katoa. Nga mihi nui ki a koutou katoa. Nau mai, haere mai ki

tenei hui a tau. Ko Susan Peterson toku ingoa.

Good afternoon, my name is Susan Peterson, Chair of the Board of Directors of Vista Group

International Limited. On behalf of the Board and Vista Group’s Global Senior Leadership Team, it

is my pleasure to welcome you to our Annual Shareholders’ Meeting for 2025.

Thank you to our share registrar, MUFG Corporate Markets, for hosting us at their offices today, and

for providing the virtual meeting platform for those joining online.

The past year for Vista Group might best be described as one of strong performance in a challenging

environment. The economic conditions provided a demanding operating environment for our clients,

our team and wider communities across the world.

At Vista Group, our commitment to helping more clients to be successful sits at the heart of

everything that we do. This year, our team has supported a growing number of clients to successfully

transition to our cloud-based offerings and enabled greater value to be realised by them and their

customers. Vista Cloud provides our clients with greater operational efficiency, systems resilience

and security, greater ability to scale for blockbuster moments and faster access to innovation and

new revenue opportunities. Stuart will talk some more shortly about some of the great work we have

done with our clients.

We remain relentlessly focused on continuous improvement and generating accelerated operating

performance, and our team delivered a stand-out financial performance for 2024.

Our focus on lifting the operational efficiency of our business resulted in an EBITDA margin of 14.4%

(or 15.5% excluding foreign exchange), which exceeded our first half market guidance. In parallel,

we have focused on growing our recurring revenue, which is up 9% on 2023. Our Total Revenue of



2 VISTA GROUP INTERNATIONAL LTD, SHED 12, CITY WORKS DEPOT, 90 WELLESLEY STREET WEST, AUCKLAND 1010, NZ


$150m represents a Vista Group record. The impact of these strategies has seen us delivering

positive free cash flow for the second half of 2024.

The execution of our cloud strategy is now making Vista Group’s outlook more predictable. This

growing confidence has been reflected in the share price appreciation of 88% in the 2024 calendar

year, the third highest for NZX50 companies.

We remain in a growth phase as we transition to the cloud and find more ways to support our clients

to thrive. Our aspiration remains to be a world class global SaaS company connecting more clients

to software and platform solutions that generate the greatest value for them.

Best practice corporate governance remains a priority, and the Board is steadfastly committed to

acting in the best interests of all shareholders.

The Board has focused on ensuring market transparency at a time of significant change in the

shareholder register. I am proud of the Board’s efforts to both support Stuart and the management

team to remain focused on executing on the strategy, while also doing what was required to preserve

the collective interests of our shareholders during this time.

Over the past year, we have engaged extensively with our stakeholders to ensure that our

governance decisions took their thoughts into account so that we could be confident that any

decisions reflected the best interests of all our shareholders.

During March, Cris Nicolli and I undertook our annual Governance Roadshow. We held meetings

with a number of Vista Group’s institutional investors and shareholder representative groups, and all

shareholders would have seen a copy of that presentation on the exchanges. It was great to hear

more from our shareholders about their thoughts on the opportunities ahead, how they assess our

performance and how we are thinking about Board succession planning. We have an established

Board succession process, including an evaluation of candidates against our published Board Skills

Matrix.

While this was necessarily paused in the second half of 2024, the Board has recommenced our

director succession processes to ensure that Vista Group continues to have the requisite governance

capability and experience to support the successful execution of the strategy. The process is well

progressed, and the Board expects to be in a position to provide further information regarding the

outcome of this process in the coming months.



3 VISTA GROUP INTERNATIONAL LTD, SHED 12, CITY WORKS DEPOT, 90 WELLESLEY STREET WEST, AUCKLAND 1010, NZ


Under the oversight of the Nomination and Remuneration Committee, further changes have been

made to our executive compensation structures in 2024 in response to market feedback and to also

provide greater transparency around how reward and recognition is linked to performance. The

Nomination and Remuneration Committee has led the benchmarking work that supports the

proposed increase in the Director fee pool under Resolution 4.

Now, I would like to turn to acknowledge our friend Kirk Senior.

Today is Kirk’s last AGM as a director, as he formally retires at the conclusion of this meeting. Kirk

has a long history with, and has been instrumental in shaping the success of, Vista Group.

In the period prior to Vista Group’s initial public offering, during his tenure with Village Roadshow

and following, Kirk has been a client, joint venture partner and consultant to Vista Group. In 2014, at

the time of listing, Kirk led the Board as Chair and in his executive capacity was also responsible for

expanding Vista Group’s global market share and establishing and acquiring additional businesses

within the film vertical, including Powster, Movio, Numero and Maccs. Throughout, Kirk has brought

a strong connection to and understanding of the film industry and the clients that our solutions

support to be successful.

In 2021 when Kirk stepped down as Chair, we were delighted to be able to retain Kirk’s experience

and connection at the Board table as he agreed to continue on as a Non-Executive Director.

Kirk, as you step down from your role as Director, on behalf of the Board, and all of our team, I want

to extend our thanks for all that you have contributed and wish you all the very best in your future

endeavours.

I would also like to express my sincere gratitude to my fellow Directors for their continued

commitment and support through what has been an extremely demanding year. A warm thanks to

Stuart and everyone in our team for their hard work and enduring commitment to the success of our

clients. We can be proud of what we have achieved together.

Finally, I would like to personally thank you, our shareholders, for so generously giving your time

throughout the past year and standing with us during the more challenging moments. We look

forward to delivering more value to you in the year ahead.

Nō reira, tēnā koutou, tēnā koutou, tēnā tatou katoa.

I will now hand over to Stuart.



4 VISTA GROUP INTERNATIONAL LTD, SHED 12, CITY WORKS DEPOT, 90 WELLESLEY STREET WEST, AUCKLAND 1010, NZ


CEO’s Address (Stuart Dickinson)

Thank you, Susan.

Nau mai. Haere mai. Good afternoon and welcome to everyone here today.

The presentation includes a video that was first presented at CinemaCon in March of this year, and

it’s a great demonstration of the strength of Vista Group’s ecosystem and how that benefits the entire

film industry value chain.

Our vision is to place our solutions at the heart of a connected film industry, enabling exceptional

cinematic experiences, and driving continuous innovation through the delivery of outstanding

software. I think that video also exemplifies the momentum we are continuing to demonstrate as a

business.

Our primary focus is to accelerate this progress by scaling the Cloud onboarding process as we

welcome existing and new clients to our cloud solutions.

A strong and sustainable business and financial performance is also important and in 2024 we saw

the benefits of our simplified business model as we achieved positive free cash flow for the entire

second half of the year, improved our operating leverage, and surpassed our EBITDA margins target

with an improved 15.5%, after adjusting for foreign exchange.

Additionally, we introduced several exciting innovations that have enhanced experiences and

reduced service costs for our clients.

The Vista Cloud journey illustrated in the presentation will be familiar for some of you, and it

continues to represent our progress as we work towards our ARR aspiration.

The journey to Vista Cloud is designed to help our clients improve their cinema businesses.

When we announced our cloud strategy to the market in 2022, we laid out these proof points: 2023

was about us proving product market fit; 2024 was about proving delivery at scale – which we have

done with 15% of clients on Digital Solutions at the end of the 2024 year.

Now into 2025, our commitment to propel our onboarding work is unyielding, as we support our

clients to get the full benefit of Vista Cloud solutions.

Balancing free cash flow and client onboarding targets remains a key focus, particularly amid a softer

than expected Domestic box office, currency headwinds, and ongoing global trade volatility. These



5 VISTA GROUP INTERNATIONAL LTD, SHED 12, CITY WORKS DEPOT, 90 WELLESLEY STREET WEST, AUCKLAND 1010, NZ


competing pressures will require careful monitoring as they continue to shape the business

environment throughout the year.

As I mentioned earlier, having 15% of our clients across Vista Cloud digital solutions at the end of

2024 was a pleasing result.

Now with our 2025 proof point being to deliver at pace, we project to have approximately 35% of our

enterprise sites on digital solutions by the end of this year.

With respect to the different capabilities of the cloud journey, this will translate to approximately two-

thirds of our clients being on the first step of the journey, with Data Empowerment; one-third on our

digital solutions capabilities of Digital Enablement and Moviegoer Engagement; and one-sixth to

have completed their full journey to Operational Excellence.

We believe this progress sufficiently validates our 100% platform strategy.

I’ve touched on client momentum and, as you can see in the presentation, we have some really great

clients coming on the cloud journey.

Over the past few months, we have been pleased to announce continued progress in client signings

to Vista Cloud, including Odeon with 309 sites, and Village in Australia with 20 cinema sites.

US-based Cinergy Entertainment Group, a leader in the Family Entertainment Centre space, has

also signed to Vista Cloud and they will leverage our integrated solutions and extensive platform

capabilities to help streamline their operations.

Along with signings, we have also made steady delivery progress, with significant projects due to go

live in the second half of this year. As I said at our annual result presentation, our cloud onboardings

will likely always track towards the end of the year as we navigate the north American and European

summers and movie release windows.

To go into a bit more detail on the client experience, our announcement that Odeon had signed to

Vista Cloud was a significant milestone earlier this year.

The quote in the presntation from Odeon’s Group Chief Technology Officer shows how Vista Cloud

will enhance the moviegoer journey, with Odeon’s move to Cloud being driven by their commitment

to provide every guest with an inspiring entertainment experience.



6 VISTA GROUP INTERNATIONAL LTD, SHED 12, CITY WORKS DEPOT, 90 WELLESLEY STREET WEST, AUCKLAND 1010, NZ


We were pleased to complete the final part of transitioning Pathé over to Operational Excellence,

with their remaining sites in Switzerland and Africa going live at the start of the year. This followed

on from Pathé Belgium, Netherlands and France’s successful migrations in 2024.

Enterprise software projects are never simple, and it is a testament to the Pathé and Vista Group

teams who worked so well together to deliver this great outcome.

Pathé shared their positive experience with the migration, further underscoring our commitment to

delivering robust and reliable cloud solutions that meet the diverse needs of our clients.

This success story is just one example of how Vista Cloud is transforming the way our clients operate

and thrive in a competitive market.

We recently completed a case study with Fat Cats, a US-based Family Entertainment Centre, and

heard directly from them about how Vista Cloud has supported their digital capabilities and greatly

improved on their previous solution.

They told us Vista Cloud has proven robust scalability of traffic, provided seamless experiences for

staff and moviegoers, and our ongoing innovation is supporting their success.

It is great to hear these client experiences as we continue to improve and accelerate Vista Cloud

growth through client success and efficient onboarding.

As our momentum accelerates, we are also exploring adjacencies that capitalise on our strengths to

increase our total addressable market and sustain growth beyond the Vista Cloud transition.

Our future is more predictable, and as we continue to make progress through this transformation,

we are now considering other opportunities outside of cinema, specifically looking at how we develop

our ecosystem.

As we look to expand opportunities into broader based areas, the most immediate option available

to us is by adding an embedded payments functionality into our solution, leveraging and delivering

more value to our clients who are already established.

We will obviously continue to support clients as they broaden their operations into different SaaS

verticals, such as Family Entertainment. With our platform already being used in this vertical by some

of our cinema clients, there is an opportunity to build out a go-to-market strategy to increase focus

in this area.



7 VISTA GROUP INTERNATIONAL LTD, SHED 12, CITY WORKS DEPOT, 90 WELLESLEY STREET WEST, AUCKLAND 1010, NZ


Finally, we are also exploring the potential that our technology has to resolve some of the long-

standing challenges in the Film Distribution market.

It is very rare that you get an opportunity in your career to help support the transformation of an

industry, let alone one as storied and as culturally significant as our collective experience with great

theatrical movies.

The team and I remain incredibly excited by this and the other opportunities we have ahead of us. I

also want to take this chance to thank each and every one of them for their tireless work as we

deliver on this mission.

Our business operates from the edge of the world, but with a 46% global market share, to which we

are delivering our innovative cloud solution at pace, the investment proposition for Vista Group is

clear.

Our ARR ambition of $300 million at 100% platform will provide substantial growth, meanwhile we

are improving our cash flows and margins, and turning our focus to delivering to the Rule of 40.

We are not going to be satisfied by just achieving our platform ambitions; we want to harness new

opportunities on the horizon that open up fruitful possibilities and take the business into an exciting

future.

Thank you.

ENDS

For further information please contact:


Stuart Dickinson

Chief Executive Officer

Vista Group International Limited

Contact: +64 9 984 4570


Matthew Thompson

Chief Financial Officer

Vista Group International Limited

Contact: +64 9 984 4570


About Vista Group

Vista Group International Limited is a global leader in providing technology solutions to the

international film industry. With brands including Vista, Veezi, Movio, Numero, Maccs, Flicks and

Powster, Vista Group’s expertise covers cinema management software; loyalty, moviegoer

engagement and marketing; film distribution software; box office reporting; creative studio solutions;

and the Flicks movie, cinema and streaming website and app.

---

Annual Shareholders' Meeting
21 May 2025

Important Notice
This presentation has been prepared by Vista Group International Limited and its

related companies(collectively referred to as Vista Group).This notice applies to this

presentation and the verbal or written comments of any persons presenting it.

Information in this presentation:

•is provided for general information purposes only, does not purport to

becomplete or comprehensive, and is not an offer or invitation or subscriptionor

purchase of, or solicitation of an offer to buy or subscribe for, financialproducts in

Vista Group;

•does not constitute a recommendation or investment or any other typeof advice

and may not be relied upon in connection with any purchaseor sale of financial

products in Vista Group.The presentation is not intended as investment, legal,

tax, financial advice or recommendation to any person.Independent professional

advice should be obtained prior to making any investment or financial decisions;

•should be read in conjunction with, and is subject to, Vista Group’sfinancial

statements, market releases and information available on Vista Group’s website

(vistagroup.co.nz) and on NZX Limited’s website (nzx.com) under ticker code VGL;

•may contain forward-looking statements about Vista Group and the environments

in which it operates.Forward-looking statements can include words such as

“expect”, “intend”, “believe”, “continue” or similar words in connection with

discussions of future operating or financial performance or conditions.Such

forward-looking statements are based on significant assumptions andsubjective

judgements which are inherently subject to risks, uncertaintiesand contingencies

outside of Vista Group’s control;

•although VistaGroup’smanagement may indicate and believe theassumptions

underlying the forward-looking statements are reasonable,any assumptions

could prove inaccurate or incorrect and, therefore, therecan be no assurance that

the results contemplated in the statements will be realised. Vista Group’s actual

results or performance may differ materially from any such forward looking

statements; and

•may include statements relating tothepast performanceofVista Group,

whichare not, andshould not be regarded as,a reliable indicatoroffuture

performance.

While all reasonable care has been taken in compiling this presentation, Vista Group,

and their respective directors, employees,agents and advisers accept no

responsibility for any errorsor omissions. Neither Vista Group or any of its respective

directors, employees, agents or advisers makes any representation or warranty,

express orimplied, as to the accuracy or completeness of the information in this

presentation or as to the existence, substance or materiality of any information

omitted from this presentation.No person is under any obligation to update this

presentation at any time after its release.

Unless otherwise stated, all information in this presentation is expressed at the

date of this presentation and all currency amounts are in NZ dollars.

2

Agenda
01

Introduction and Chair's Address

Susan Peterson

02

CEO Address

Stuart Dickinson

03

Resolutions

04

General Business

3

Chair’s Address
4

2024 was a year of strong performance in a challenging
environment

5

Sites live on Digital Solutions

3%

4%

15%

35%

0

200

400

600

800

1,000

1,200

1,400

1,600

1,800

Dec 23Jun 24Dec 24Dec 25

Operational Excellence

Digital Enablement and Moviegoer Engagement

% of Total Exhibition Clients

•Innovation continues to drive client success

•Cloud delivery acceleration – 15% of clients on Digital

Solutions by the end of 2024

•Relentless focus on improving operating performance

6
•All-time record revenue

•EBITDA margins of 15.5%

(excluding foreign exchange)

•Free cash flow positive

achieved for 2H24

•2024 share price

appreciation of 88%

6

$150.0m

Total Revenue

$150.0m

$143.0m

2024

2023

2022

$135.1m

$134.6m

Recurring Revenue

2024

2023

2022

9%

$134.6m

$124.0m

$112.3m

$55.7m

SaaS Revenue

2024

2023

2022

21%

$55.7m

$45.9m

$38.4m

$145.6m

ARR

2024

2023

2022

15%

$145.6m

$126.3m

$118.0m

$21.6m

EBITDA

2024

2023

2022

62%

$21.6m

$13.3m

$10.6m

$1.8m

Net Profit Before Tax

2024

2023

2022

110%

$1.8m

5%

$16.8m

Operating Cashflow

87%

$16.8m

$9.0m

$12.4m

2024

2023

2022

-$17.5m

-$22.5m

A stand-out financial performance

Corporate governance remains a priority
•2024 required extensive stakeholder engagement

•Steadfastly committed to acting in the best interests of all shareholders

•Continuedrefinement of ourexecutive remuneration framework and related disclosures

•2024 Group Climate Statement demonstrated a year-on-year reduction in total GHG emissions

•Governance Roadshow completed in March 2025

7

Vista Group's Board
•Board succession process established, including an evaluation

of candidates against the published Board Skills Matrix

•Process necessarily paused to resolve the requisition for a

special meeting

•Process recommenced; outcome expected in coming months

•Independent review of Director fees

Susan Peterson

Independent Chair

Murray Holdaway

Non-Independent

Executive Director

Claudia Batten

Independent Director

James Miller

Independent Director

Cris Nicolli

Independent Director

Kirk Senior

Non-Independent

Non-Executive

Director

8

Thank you and farewell to Kirk Senior
•Vista Group connection extends back over 30 years

•Originally a Vista Group client (as CEO of Village Cinemas)

•Executive Chair from 2010, Director from 2020

•Instrumental in Vista Group’s IPO in 2014

•Led the growth of Vista Group’s market share and expansion

into industry verticals

9

CEO Address
10

11
11

Free cash flow positive

Exceeded guidance by achieving FCF+ for the second half of 2024

Improved operating leverage

Surpassed EBITDA margins target with 15.5% (excluding foreign exchange losses)

Client growth and onboarding

Achieved significant momentum with 17 clients signed during the year and almost 700 sites

now using Vista Cloud

Software delivery

Over 45 new features released on our Vista Cloud and Movio EQ client-facing roadmap

2024 was a year of significant progress

The Vista Cloud platform value proposition is now proven
2023

Proving product-market fit

2024

Proving delivery at scale

2025

Accelerating delivery at scale,

and at pace

12

~35% of clients live on

Digital Solutions

Our aspiration of $300m ARR at 100% Platform remains unchanged
FY24 Revenue

$150m

100% Platform ARR

aspiration $300m

Platform Breadth

Time

*Graph not to scale

3%

4%

15%

35%

0

200

400

600

800

1,000

1,200

1,400

1,600

1,800

Dec 23Jun 24Dec 24Dec 25

Operational Excellence

Digital Enablement and Moviegoer Engagement

% of Total Exhibition Clients

Accelerated Vista Cloud adoption

Vista Cloud Platform Aspirations

13

14
And we have been pleased to announce more client signings in 2025

Odeon Cinemas Group signs for Operational Excellence
for 309 sites across seven territories

“Our purpose is to make movies

better: more immersive, more

memorable, more delicious,

and more seamless, and we

believe that leveraging Vista

Group’s market leading

technology will be a vital part of

delivering on that purpose.”

Ian Chapple

Group Chief Technology Officer,

Odeon Cinemas Group

15

Pathé Cinemas are live on Operational Excellence
with all 130 sites across five territories

“With enhanced operational

efficiency, innovation, and new

opportunities to explore, we are

excited to maximise the benefits

that will come from having all

our sites live on Operational

Excellence.”

Jean-Christophe Désire

Chief Information Officer, Pathé.

16

Our clients are seeing substantial benefits to being on
the cloud journey

Then

•Previous solution had traffic issues

•Seeking robust, reliable, secure app and

web solutions

Now

•Robust scalability of traffic

•Effortless interactions for both staff and moviegoers

•Seamless, best-in -class digital experiences

•Opportunity to embrace ongoing innovation without

a resource drain

Location

USA

Size

8 Sites | 58 Screens

Capability

Digital Enablement

Cory Hernandez,

Director of Operations

“It feels like there is a

partnership, and Vista

wants us to succeed

just as much as we

want to succeed.”

17

As our momentum accelerates, we turn our focus to adjacencies that augment
Vista Cloud’s platform breadth

FY24 Revenue

$150m

100% Platform ARR

aspiration $300m

Ecosystem and adjacent

expansion opportunities

Includes potential ecosystem and

adjacent areas such as..

•Payments

•Family Entertainment Centres

•Film Distribution

Platform Breadth

Time

18

*Graph not to scale

Summary
Strong ARR

2

, forecast togrow by

15%+ per annumfrom 2025 as

clients move to Vista Cloud

Growing FCF

3

and EBITDA

4

as we

aspire to deliver a ‘Rule of 40’

Competitive advantagethrough

46% global marketshare in the

enterprisecinema market

1

Increasing total addressablemarket

as cloud transitionbrings a greater

shareof client technologyspend

Expansion opportunities

within the film industry andadjacent

entertainmentindustry

Increasing industry demandfor

technology solutions to drive growth

and operating efficiency

1

Percentage of the world market for Cinema Exhibition Companies with 20+ screens, excluding China and India.

2

ARR or Annualised Recurring Revenue is calculated as trailing 3 month Recurring Revenue multiplied by four.

3

FCF or Free Cash Flow is a non-GAAP measure calculated using the net movement in cash held, less cash applied to business acquisitions / earn-outs, movements in borrowings, and less cash used to settle exceptional items

included within “other gains and losses” (see section 2.3 of the 2024 Annual Report).

4

EBITDA is a non-GAAP measure and is defined as earnings before net finance costs, income tax, depreciation, amortisation and “other gains and losses” (see section 2.3 of the 2024 Annual Report).

19

Resolutions
20

Resolution 1
That the Board is authorised to fix the fees and expenses of

PricewaterhouseCoopers as auditor for the ensuing year.

Proxies and Postal Votes:

NumberPercentage

For140,83127099.23%

Proxy Discretion1,083,3000.76%

Against8,9020.01%

Abstain563,535-

Resolution 2
That James Miller be re-elected as a Director of Vista Group.

Proxies and Postal Votes:


NumberPercentage

For141,286,84799.18%

Proxy Discretion1,083,3000.76%

Against79,9630.06%

Abstain36,897-

Resolution 3
That Cris Nicolli be re-elected as a Director of Vista Group.

Proxies and Postal Votes:


NumberPercentage

For138,130,80897.40%

Proxy Discretion1,083,3000.76%

Against2,597,2371.83%

Abstain675,662-

Resolution 4
That the maximum aggregate annual remuneration payable to non-

executive Directors be increased by $265,000, from $725,000 to $990,000

(plus GST as appropriate), for six Directors.

Proxies and Postal Votes:

NumberPercentage

For138,614,50198.10%

Proxy Discretion1,051,7760.74%

Against1,636,2641.16%

Abstain729,194-

Questions

Thank You
Thank You

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.