Vista International : Change in substantial holding

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

only

ToCompany Name/Scheme	VISTA GROUP INTERNATIONAL LT
ACN/ARSN	600 416	203
1. Details of substantial holder (1)
Name	Spheria Asset Management Pty Ltd
ACN/ARSN (if applicable)	611 081	326

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There was a change in the interests of the substantial holder on

The previous notice was given to the company on

The previous notice was dated

2. Previous and present voting power

17/11/2021

07/10/2021

07/10/2021

For personal

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
ORDINARY FULLY PAID	17,587,045	7.69%	20,881,313	9.13%
			REFER TO
			ANNEXURE A

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of	Person whose	Nature of change (6)	Consideration given in	Class and number	Person's votes
change	relevant interest		relation to change (7)	of securities	affected
	changed			affected

REFER TO

ANNEXURE

B

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

	Holder of	Registered holder	Person entitled to be	Nature of relevant	Class and number	Person's votes
	relevant	of securities	registered as holder	interest (6)	of securities
	interest		(8)
	REFER TO
	ANNEXURE
	C

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

For personal use only

Name and ACN/ARSN (if applicable) Nature of association

N/A

6. Addresses

The addresses of persons named in this form are as follows:

Name

Address

REFER TO ANNEXURE D

Signature

print name	MATTHEW BOOKER	capacity	DIRECTOR
sign here		date	19/11/2021

DIRECTIONS

1. If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
2. See the definition of "associate" in section 9 of the Corporations Act 2001.
3. See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
4. The voting shares of a company constitute one class unless divided into separate classes.
5. The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
6. Include details of:
7. 1. any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
   2. any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

1. Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
2. If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown".
3. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

VISTA GROUP INTERNATIONAL LT

Annexure A

Holder of relevant interest	Nature of relevant interest	Number of	Class of securities
		securities
Spheria Asset Management Pty Ltd	Spheria Asset Management Pty Ltd in its capacity as	20,881,313	ORDINARY FULLY
	investment manager has the power to control voting and/or		PAID
	disposal of securities.

onlyThis is Annexure "A" as mentioned in form 604 Notice of change of interests of substantial holder

Matthew Booker

Director

Date: 19/11/2021 usepersonal

VISTA GROUP INTERNATIONAL LT

Annexure B

	Date of	Person whose relevant	Nature of		Consideration	Class of Securities	Number of	Person's votes
	change	interest changed	change					securities	affected
				Cash	Non-cash
	2021-10-06	Spheria Asset	Purchase	$	9,666,642.23		ORDINARY FULLY	4,000,627		4,000,627
only	Management					PAID
	to 2021-11-
15
	2021-10-18	Spheria Asset	Sale	-$	1,667,264.48		ORDINARY FULLY	- 706,359	-	706,359
	to 2021-11-	Management					PAID
12
	This is Annexure "B" as mentioned in form 604 Notice of change of interests of substantial holder
	Matthew Booker
	Director
	Date: 19/11/2021
personaluse

VISTA GROUP INTERNATIONAL LT

Annexure C

	Holder of relevant interest	Registered holder of securities	Person entitled to be	Number of	Class of	Person's votes
			registered as holder	securities	securities
	Spheria Asset Management	BNP Paribas	BNP Paribas	1,451,716	Ordinary fully paid	1,451,716
	Spheria Asset Management	BNP Paribas Securities Services	BNP Paribas Securities	1,986,954	Ordinary fully paid	1,986,954
			Services
	Spheria Asset Management	Citibank	Citibank	9,835,997	Ordinary fully paid	9,835,997
	Spheria Asset Management	JP Morgan Chase Bank	JP Morgan Chase Bank	3,077,692	Ordinary fully paid	3,077,692
	Spheria Asset Management	NAB Custodial Services	NAB Custodial Services	823,147	Ordinary fully paid	823,147
	Spheria Asset Management	Northern Trust	Northern Trust	3,705,807	Ordinary fully paid	3,705,807
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	This is Annexure "C" of 1 page as mentioned in form 604 Notice of change of interests of substantial holder
	Matthew Booker
	Director
	Date: 19/11/2021
personal