Radius Care Implements Long Term Incentive Plan

Capital Change Notice




Notice of grant of Share Rights under the Radius Care Long-Term Incentive Plan

This notice is given under NZX Listing Rules 3.13.1 and relates to the grant of share rights (Share Rights) which are convertible into
fully paid ordinary shares in RAD should the vesting conditions attaching to the Share Rights be met under the Radius Care Long-
Term Incentive Plan.

Section 1: Issuer information
Name of issuer Radius Residential Care
Limited
NZX ticker code RAD
Class of financial product Share Rights, each
representing an entitlement to
acquire an ordinary share in
RAD.
ISIN (If unknown, check on NZX website) N/A
Section 2: Capital change details
Number issued/acquired/redeemed 4,161,844

Nominal value (if any) There is no nominal value for
the Share Rights.
Issue/acquisition/redemption price per security Share Rights are granted for
nil consideration.
Share Rights have a nil
conversion price.
Nature of the payment (for example, cash or other
consideration)
N/A
Amount paid up (if not in full) N/A
Percentage of total class of Financial Products
issued/acquired/redeemed/ (calculated on the number of
Financial Products of the Class, excluding any Treasury Stock,
in existence)
4,161,844 share rights
representing approximately
1.5% of the ordinary shares in
RAD on issue.
For an issue of Convertible Financial Products or Options, the
principal terms of Conversion (for example the Conversion
price and Conversion date and the ranking of the Financial
Product in relation to other Classes of Financial Product) or the
Option (for example, the exercise price and exercise date)
The holders’ Share Rights will
vest in three years on the
achievement of certain vesting
conditions being met and the
continuous employment of
each Share Rights holder.

Vesting Conditions
All of a holder’s Share Rights
will vest if the 10-day VWAP
over the 10 NZX trading days
immediately prior to (but
excluding) 18 July 2025 is
equal to or greater than $1.081
(being three times the 10-day
VWAP over the 10 NZX trading
days immediately prior to (but

Capital Change Notice



excluding) 18 July 2022 (“2022
Base Price”)).
If the 10-day VWAP over the
10 NZX trading days
immediately prior to (but
excluding) the expiry date is
between $1.027 and $1.081
(being between 95% and
100% of the 2022 Base Price),
the Board will have discretion
to scale the number of a
holder’s Share Rights to vest.

Lapse
Share Rights will lapse where
the vesting conditions are not
met on 18 July 2025 or, in
general, where the holder
ceases to be employed by
RAD before that date (except
in certain circumstances).
Reason for issue/acquisition/redemption and specific authority
for issue/acquisition/redemption/ (the reason for change must
be identified here)
Issue of Share Rights for
executive retention and loyalty,
and incentivising growth.
Total number of Financial Products of the Class after the
issue/acquisition/redemption/Conversion (excluding Treasury
Stock) and the total number of Financial Products of the Class
held as Treasury Stock after the issue/acquisition/redemption.
4,161,844 Share Rights
In the case of an acquisition of shares, whether those shares
are to be held as treasury stock
N/A
Specific authority for the issue, acquisition, or redemption,
including a reference to the rule pursuant to which the issue,
acquisition, or redemption is made
Directors’ resolution dated 18
July 2022 approving issue
under Listing Rule 4.6.1.
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
See above.
The Share Rights are not
transferable (unless the Board
exercises its discretion) and do
not entitle the holder to receive
dividends or other distributions
or vote in respect of RAD
ordinary shares.
Any shares issued or
transferred to a holder of the
Share Rights shall be fully paid
and shall rank equally in all
respects with the shares on
issue at the issue date.
Date of issue/acquisition/redemption 18 July 2022
Section 3: Authority for this announcement and contact person
Name of person authorised to make this announcement Anna Ellis

Capital Change Notice



Contact person for this announcement Anna Ellis
Contact phone number 0204 0203 980
Contact email address anna.ellis@radiuscare.co.nz
Date of release through MAP

19 July 2022

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Date: 19 July 2022

Radius Care Implements Long Term Incentive Plan

Radius Residential Care Limited (NZX: RAD) (“Radius Care”) advises that the Board has
approved a new Long-Term Incentive Plan (“
LTI Plan”) as part of its retention and incentive
arrangements for its Chief Executive Officer, Andrew Peskett and its Chief Financial Officer,
Wendy Jenkins.


Participants in the LTI Plan will be granted share rights which will, subject to meeting
performance and vesting criteria, entitle the participant to receive ordinary shares in
Radius Care. A grant of 2,774,563 share rights has been made to Andrew Peskett and a
grant of 1,387,281 share rights has been made to Wendy Jenkins under the LTI Plan.

The performance targets set by the Board for exercise of the share rights require the 10-day
VWAP immediately prior to the third anniversary of the grant date of the share rights to be
three times the 10-day VWAP immediately prior to the grant date for all the holder’s share
rights to vest. Vesting of the share rights is also conditional on the continuous employment
of the holder. Further details are set out in the Capital Change Notice filed with this
announcement.

The LTI Plan will be extended to other employees in the future to align the interests of
employees with the interests of Radius Care’s shareholders.



For further information, please contact:
Brien Cree
Executive Chair and Managing Director
Phone: +64 21 955 769
Email: brien.cree@radiuscare.co.nz



About Radius Care
Radius Residential Care Ltd was founded in 2003 and operates in the New Zealand aged
care and retirement village sectors. It is a nationwide provider offering the full range of
accommodation and care options giving residents the ability to "age in place". Today, Radius
Care operates 23 aged care facilities, of which it owns 12 and leases 11. Four owned
facilities also include retirement villages and Radius Care’s online shop sells specialist
assisted-living products. The company employs over 1,600 people, including highly
qualified healthcare staff who are committed to providing the very best in nursing care.
Radius Care listed on NZX in December 2020. For more information visit radiuscare.co.nz or
check out our Facebook page @RadiusCareNZ.