Ann: ALLOT: TIL: TIL - Issue of Trilogy Ordinary Shares Under ESOP

• Release Date: 02/04/15 15:28
• Summary: ALLOT: TIL: TIL - Issue of Trilogy Ordinary Shares Under ESOP
• Price Sensitive: No
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					TIL
02/04/2015 15:28
ALLOT
NOT PRICE SENSITIVE
REL: 1528 HRS Trilogy International Limited

ALLOT: TIL: TIL - Issue of Trilogy Ordinary Shares Under ESOP

On 31 March 2015, Trilogy International Limited (NZX: TIL) approved the
essential terms of an employee share purchase plan, to incentivise Trilogy
employees by facilitating share ownership in the Company.   The plan involves
separate documentation for New Zealand (the NZ Plan) and Australia (the
Australian Plan) due to differences in applicable legal and accounting
requirements in those jurisdictions.
The documentation for the NZ Plan is currently with Inland Revenue for
approval.  The documentation for the Australian Plan is currently being
finalised.
In broad terms, under the NZ Plan:
- Each employee is issued NZ$2,340 of quoted ordinary shares in the Company
(calculated at the 20 trading day volume weighted average market price at the
time of issue).
- The issue price for those shares (and, therefore, the amount payable by the
employee) is NZ$1.
- The shares are held by a trustee (the Trustee) for a restricted period of 3
years, subject to certain early leaver provisions.  The Trustee is initially
Kanara Holdings Limited, a wholly owned subsidiary of the Company.
- Employees get the benefit of any dividends during the restricted period and
can direct the Trustee how to vote on the shares.
- The Trustee releases the shares to the employee at the end of the
restricted period.
The Australian Plan is substantially the same, except that:
- The annual limit on share issues is a total value of A$1,000, so the grant
is split into three equal tranches (with the second and third tranche
provided after 12 months and 24 months respectively).
- The restricted period for each tranche is 3 years (the same as New
Zealand), but because the 2nd and 3rd tranches are allocated at a later
point, the Australian participants effectively have a longer restricted
period of 3-5 years.
- As a result, the grant amount to Australian employees will be a total of
A$3,000 (three tranches of A$1,000).
Pending formal approval of the plan documentation, the board has issued 2,750
shares per New Zealand employee and 1,200 shares per Australian employee to
Kanara Holdings Limited, to hold as trustee for participants in the NZ Plan
and Australian Plan.
Accordingly, for the purposes of Listing Rule 7.12.1, Trilogy International
Limited (NZX: TIL) (Trilogy) advises that the following securities have been
issued under NZX Main Board Listing Rule 7.3.6:
a Class of security Ordinary shares issued under Trilogy's Employee Share
Purchase Plan
 ISIN NZECOE0001S4
b Number issued 157,000
c Nominal value N/A
 Issue Price NZ$2,340 in total per New Zealand employee; A$3,000 in total per
Australian employee
d Payment terms Payable in cash on issue
e Amount paid up Fully paid
f Principal terms Ordinary shares in Trilogy subject to the transfer
restrictions described below
g Percentage of class of securities 0.25% of Trilogy ordinary shares on issue
(and 100% of the ordinary shares held in the Employee Share Purchase Plan)
h Reason for issue Issue of ordinary shares for employees of Trilogy under
the Employee Share Purchase Plan
i Authority for issue Board resolution dated 31 March 2015
j Terms of issue The shares will be held on trust on behalf of the
Participant for a restricted period of up to 3 years.
k Number of securities in existence after issue 61,673,762 ordinary shares
l Treasury stock N/A
m Date of issue 31 March 2015

Yours faithfully
Trilogy International Limited

Matthew Fleming
Company Secretary
End CA:00262711 For:TIL    Type:ALLOT      Time:2015-04-02 15:28:56