Ann: ALLOT: XRO: Notification of Allotment of Sec

• Release Date: 19/12/13 17:54
• Summary: ALLOT: XRO: Notification of Allotment of Securities
• Price Sensitive: No
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					XRO
19/12/2013 15:54
ALLOT

REL: 1554 HRS Xero Limited

ALLOT: XRO: Notification of Allotment of Securities

19 December 2013

XERO LIMITED (XRO)

NOTIFICATION OF ALLOTMENT OF SECURITIES

For the purpose of Listing Rule 7.12.1 of the NZX Listing Rules, Xero Limited
advises the following securities have been issued:

Class of Securities  (a)  Ordinary Shares

(b)  Options over Ordinary Shares

ISIN  NZXROE0001S2
Number of securities issued
 (a)  11,353 Ordinary Shares

(b)  61,470 Options over Ordinary Shares (each having the option to acquire
one Ordinary Share in Xero Limited subject to the terms of the Xero Limited
Employee (USA) Share Option Scheme)

Issue price  (a)  $32.94 per Ordinary Share, being the 20 day volume weighted
average market price of Xero Limited's Ordinary Shares on NZX through to 17
December 2013

(b) Each Option has an exercise price of $32.17, being the market price of
the Ordinary Shares in Xero Limited on NZX at close of trade on 17 December
2013

Payment in cash  (a)  Yes

(b)  N/A.  Options were granted pursuant to the Xero Limited Employee (USA)
Share Option Scheme

Any amount paid up (if not in full)  (a)  Fully paid

(b)  N/A

Percentage of total class issued (excluding treasury stock)  (a)  0.01% (as a
percentage of Ordinary Shares on issue after this issue (excluding options
granted on 18 December 2013) to 2 d.p.)

(b)  If 100% of the Options granted on 18 December 2013 were to be exercised
and converted to Ordinary Shares of Xero Limited on the date of grant: 0.05%
of issued Ordinary Shares to 2 d.p. (excluding shares issued on 18 December
2013)

Reasons for the issue  (a)  Issue of fully paid Ordinary Shares in accordance
with the Rules of the Xero Limited Employee Restricted Share Plan

(b)  Granting of Options under the Xero Limited Employee (USA) Share Option
Scheme as part of the remuneration package of US based employees

Specific authority for the issue  Resolution of directors passed 18 December
2013
Terms or details of the issue  (a)  Issue of fully paid Ordinary Shares in
accordance with the Rules of the Xero Limited Employee Restricted Share Plan.
Participating employees are entitled to the shares in specified percentages
over three years, subject to the terms of the Xero Limited Employee
Restricted Share Plan (including the continued employment of the relevant
participating employee with the Xero Limited Group)

(b)  Options are exercisable in specified percentages from each of the three
anniversaries of the grant date of the Options subject to the terms of the
Xero Limited Employee (USA) Share Option Scheme (including the continued
employment of the relevant participating employee with the Xero Limited
Group)

Total number of securities of the class in existence after the issue
(excluding treasury stock)  (a)  127,544,914 Ordinary Shares

(b)  726,456 Options over Ordinary Shares

Date of issue  (a)  18 December 2013

(b)  18 December 2013 (grant date)

Matt Vaughan
Company Secretary
Email: [email protected]
End CA:00245453 For:XRO    Type:ALLOT      Time:2013-12-19 15:54:51