Vista International : VGL - Appendix 3G

For personal use only

This appendix is not available as an online form
Please fill in and submit as a PDF announcement	+Rule 3.10.3A, 3.10.3B, 3.10.3C

Appendix 3G

Notification of issue, conversion or payment up of equity

+securities

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

If you are an entity incorporated outside Australia and you are issuing a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.

Part 1 - Entity and announcement details

Question	Question		Answer
no
1.1	*Name of entity		Vista Group International Limited
	We (the entity here named) give notice of the issue,
	conversion or payment up of the following unquoted
	+securities.
1.2	*Registration type and number		ARBN 600 417 203
	Please supply your ABN, ARSN, ARBN, ACN or
	another registration type and number (if you supply
	another registration type, please specify both the type
	of registration and the registration number).
1.3	*ASX issuer code		VGL
1.4	*This announcement is		☒ A new announcement
	Tick whichever is applicable.		☐ An update/amendment to a previous
				announcement
			☐ A cancellation of a previous
				announcement
1.4a	*Reason for update
n/a
	Mandatory only if "Update" ticked in Q1.4 above. A
	reason must be provided for an update.
1.4b	*Date of previous announcement to this
n/a
	update
	Mandatory only if "Update" ticked in Q1.4 above.
1.4c	*Reason for cancellation
n/a
	Mandatory only if "Cancellation" ticked in Q1.4 above.
1.4d	*Date of previous announcement to this
n/a
	cancellation
	Mandatory only if "Cancellation" ticked in Q1.4 above.
1.5	*Date of this announcement		11 March 2022

+ See chapter 19 for defined terms	Page 1
31 January 2020

		This appendix is not available as an online form		Appendix 3G
	Please fill in and submit as a PDF announcement		Notification of issue, conversion or
						payment up of equity +securities
		Part 2 - Type of issue
		Question	Question		Answer
only		No.
	2.1	*The +securities the subject of this		☐ +Securities issued as a result of options
		notification are:			being exercised or other +convertible
		Select whichever item is applicable.			+securities being converted and that are
		If you wish to notify ASX of different types of issues of			not to be quoted on ASX
		securities, please complete a separate Appendix 3G		☐ Partly paid +securities that have been
		for each type of issue.			fully paid up and that are not to be
					quoted on ASX
				☒ +Securities issued under an +employee
use						incentive scheme that are not being
					immediately quoted on ASX
				☐ Other [please specify]
					If you have selected 'other' please provide the
					circumstances of the issue here:
		2.2a.1	Please state the number and type of
		n/a
personal			options that were exercised or other
		+convertible securities that were converted
		(including their ASX security code if
			available)?
			Answer this question if your response to Q2.1 is
			"securities issued as a result of options being
			exercised or other convertible securities being
			converted and that are not to be quoted on ASX".
		2.2a.2	And the date the options were exercised or
		n/a
			other +convertible securities were
			converted:
			Answer this question if your response to Q2.1 is
			"securities issued as a result of options being
			exercised or other convertible securities being
			converted and that are not to be quoted on ASX".
			Note: If this occurred over a range of dates, enter the
			date the last of the options was exercised or
			convertible securities was converted.
		2.2b.1	Please state the number and type of partly
		n/a
			paid +securities that were fully paid up
For			(including their ASX security code if
		available)?
		Answer this question if your response to Q2.1 is
		"partly paid securities that have been paid up and that
		are not to be quoted on ASX".
	2.2b.2	And the date the +securities were fully paid
	n/a
		up:
		Answer this question if your response to Q2.1 is
		"partly paid securities that have been paid up and that
			are not to be quoted on ASX".
			Note: If this occurred over a range of dates, enter the
			date the last of the securities was fully paid up.

+ See chapter 19 for defined terms	Page 2
31 January 2020

		This appendix is not available as an online form			Appendix 3G
	Please fill in and submit as a PDF announcement		Notification of issue, conversion or
							payment up of equity +securities
		2.2c.1		Please state the number and type of	2,110,769 Share Rights.
				+securities (including their ASX security
				code) issued under an +employee
only				incentive scheme that are not being
			immediately quoted on ASX
			Answer this question if your response to Q2.1 is
				"securities issued under an employee incentive
				scheme that are not being immediately quoted on
				ASX".
		2.2c.2		*Please attach a document or provide	Each Share Right represents upon vesting
				details of a URL link for a document lodged	an entitlement to be issued an Ordinary
				with ASX detailing the terms of the	Share in the Company, subject to the
				+employee incentive scheme or a	vesting condition that the relevant employee
use				summary of the terms.		remains an employee of the Company or
			Answer this question if your response to Q2.1 is	one of its subsidiaries up to and including
			an +associate		the vesting date.
				"securities issued under an employee incentive
				scheme that are not being immediately quoted on	The vesting date for the Share Rights under
				ASX".
						the 2022 Vista Group Recognition Scheme
						is 15 April 2023.
		2.2c.3		*Are any of these +securities being issued	Yes
				to +key management personnel (KMP) or
personal				Answer this question if your response to Q2.1 is
			"securities issued under an employee incentive
			scheme that are not being immediately quoted on
				ASX".
		2.2c.3.a		*Provide details of the recipients and the number of +securities issued to each of them.
				Answer this question if your response to Q2.1 is "securities issued under an employee incentive scheme that are
				not being immediately quoted on ASX" and your response to Q2.2c.3 is "Yes". Repeat the detail in the table
				below for each KMP involved in the issue. If the securities are being issued to the KMP, repeat the name of the
				KMP or insert "Same" in "Name of registered holder". If the securities are being issued to an associate of a KMP,
				insert the name of the associate in "Name of registered holder".
				Name of KMP	Name of registered holder		Number of +securities
				Leon Newnham (CEO, Vista	Leon Newnham			22,037 Share Rights
				Cinema)
		2.2d.1		*The purpose(s) for which the entity is	☐ To raise additional working capital
			issuing the +securities is:		☐ To fund the retirement of debt
				Answer this question if your response to Q2.1 is
				☐ To pay for the acquisition of an asset
				"Other".
For				You may select one or more of the items in the list.	[provide details below]
					☐ To pay for services rendered
					[provide details below]
						☐ Other [provide details below]
						Additional details:

+ See chapter 19 for defined terms	Page 3
31 January 2020

For personal use only

	This appendix is not available as an online form		Appendix 3G
Please fill in and submit as a PDF announcement		Notification of issue, conversion or
					payment up of equity +securities
	2.2d.2	Please provide any further information
n/a
		needed to understand the circumstances in
		which you are notifying the issue of these
		+securities to ASX, including (if applicable)
		why the issue of the +securities has not
		been previously announced to the market
		in an Appendix 3B
		You must answer this question if your response to
		Q2.1 is "Other". If there is no other information to
		provide, please answer "Not applicable" or "N/A".
	2.3	*The +securities being issued are:		☒ Additional +securities in an existing
		Tick whichever is applicable			unquoted class that is already recorded
					by ASX ("existing class")
				☐ New +securities in an unquoted class
					that is not yet recorded by ASX ("new
					class")

Part 3A - number and type of +securities being issued (existing class)

Answer the questions in this part if your response to Q2.3 is "existing class".

Question	Question	Answer
No.
3A.1	*ASX security code & description	VGLAB: Share Rights, each being an
		entitlement to receive one fully paid
		ordinary share in the capital of Vista Group
		International Limited (ASX:VGL) subject to
		the relevant participant remaining an
		employee up to and including the vesting
		date.
		The vesting date for the Share Rights
		under the 2022 Vista Group Recognition
		Scheme is 15 April 2023.
3A.2	*Number of +securities being issued	2,110,769 Share Rights
3A.3a	*Will the +securities being issued rank	Yes
	equally in all respects from their issue date
	with the existing issued +securities in that
	class?
3A.3b	*Is the actual date from which the	n/a
	+securities will rank equally (non-ranking
	end date) known?
	Answer this question if your response to Q3A.3a is
	"No".
3A.3c	*Provide the actual non-ranking end date	n/a
	Answer this question if your response to Q3A.3a is
	"No" and your response to Q3A.3b is "Yes".
3A.3d	*Provide the estimated non-ranking end	n/a
	period
	Answer this question if your response to Q3A.3a is
	"No" and your response to Q3A.3b is "No".

+ See chapter 19 for defined terms	Page 4
31 January 2020

For personal use only

	This appendix is not available as an online form	Appendix 3G
Please fill in and submit as a PDF announcement	Notification of issue, conversion or
			payment up of equity +securities
	3A.3e	*Please state the extent to which the	n/a
		+securities do not rank equally:
		• in relation to the next dividend,
		distribution or interest payment; or
		• for any other reason
		Answer this question if your response to Q3A.3a is
		"No".
		For example, the securities may not rank at all, or may
		rank proportionately based on the percentage of the
		period in question they have been on issue, for the
		next dividend, distribution or interest payment; or they
		may not be entitled to participate in some other event,
		such as an entitlement issue.

Part 3B - number and type of +securities being issued (new class)

Answer the questions in this part if your response to Q2.3 is "new class".

Question	Question	Answer
No.
3B.1	*Security description
3B.2	*Security type	☐ Ordinary fully or partly paid shares/units
	Select one item from the list that best describes the	☐ Options
	securities the subject of this form. This will determine
	more detailed questions to be asked about the security	☐ +Convertible debt securities
	later in this section. Select "ordinary fully or partly paid	☐ Non-convertible +debt securities
	shares/units" for stapled securities or CDIs. For interest
	rate securities, please select the appropriate choice	☐ Redeemable preference shares/units
	from either "Convertible debt securities" or "Non-
	convertible debt securities". Select "Other" for	☐ Other
	performance shares/units and performance
	options/rights or if the selections available in the list do
	not appropriately describe the security being issued.
3B.3	ISIN code
	Answer this question if you are an entity incorporated
	outside Australia and you are issuing a new class of
	securities other than CDIs. See also the note at the top
	of this form.
3B.4	*Number of +securities being issued
3B.5a	*Will all the +securities issued in this class	Yes or No
	rank equally in all respects from the issue
	date?
3B.5b	*Is the actual date from which the	Yes or No
	+securities will rank equally (non-ranking
	end date) known?
	Answer this question if your response to Q3B.5a is
	"No".
3B.5c	*Provide the actual non-ranking end date
	Answer this question if your response to Q3B.5a is
	"No" and your response to Q3B.5b is "Yes".
3B.5d	*Provide the estimated non-ranking end
	period
	Answer this question if your response to Q3B.5a is
	"No" and your response to Q3B.5b is "No".

+ See chapter 19 for defined terms	Page 5
31 January 2020