Notice of Financial Assistance

23315058
NOTICE OF PROVISION OF FINANCIAL ASSISTANCE NOT EXCEEDING
5% OF SHAREHOLDERS’ FUNDS
(Section 80 Companies Act 1993)



19 September 2018
Provision of Financial Assistance in connection with Genesis Energy Limited’s Employee Share
Scheme through purchase of award shares in connection with FY 16 Scheme offer
Under section 80 of the Companies Act 1993, Genesis Energy Limited (‘Genesis Energy’) is
required to make the following disclosure in respect of financial assistance provided to certain
employees of Genesis Energy in connection with the Genesis Energy Employee Share Scheme
(‘Scheme’).
Background
The Scheme was implemented by Genesis Energy in conjunction with the listing of Genesis Energy
on the NZX and ASX in April 2014 and subsequent to this, there have been five Scheme offers in
FY15, FY16, FY17, FY18 and the offer in August 2018 for FY19.
The Genesis Energy Board considers that the Scheme increases the alignment of the interests of
employees with the interests of Genesis Energy. The Scheme also seeks to incentivise employees
to remain with Genesis Energy.

Under the Scheme:

• permanent full time and part time employees of Genesis Energy are able to acquire Genesis
Energy shares at market price through salary deductions;

• shares in Genesis Energy are acquired on behalf of participants by the Scheme trustee, CRS
Nominees Limited, and held on trust by the trustee;

• for the FY16 Scheme offer (which was made in August 2015), employees who accepted and
participated in the offer did so on the basis that they would be awarded one Genesis Energy
share (each an “Award Share”) for every two shares acquired in the FY16 Scheme year
subject to meeting certain criteria, including that they remain as an employee of Genesis
until 7 September 2018 (being the end of the “Qualifying Period”);

• Award Shares are purchased by Genesis Energy at the conclusion of the Qualifying Period
but may also be awarded to an employee at Genesis Energy’s sole discretion prior to the
end of the Qualifying Period if a person ceases to be an employee due to death, illness,
injury, redundancy, disability or retirement.
Details of Financial Assistance

This notice is given in respect of the purchase and payment by Genesis Energy of the costs
associated with the acquisition of Award Shares in respect of those employees who participated
in the FY16 Scheme offer and who remain employees of Genesis Energy as at 7 September 2018
and thereby qualify to receive Award Shares in accordance with the terms of the FY16 Scheme
offer. This will constitute the giving of “financial assistance” in connection with the acquisition of
Genesis Energy shares for the purposes of the Companies Act 1993.

.2


The details of the financial assistance relating to the payment by Genesis Energy of the costs of
acquiring award shares in the FY19 Scheme year are as follows:

Shares in respect of which the financial assistance
was provided

127,946 ordinary shares in Genesis Energy Limited for
award shares acquired under the FY16 Scheme offer.

Consideration paid for the shares $2.46 per share for award shares acquired under the
FY16 Scheme offer.

Recipients of the financial assistance

Eligible employees of Genesis Energy who participate
in the Scheme as a result of the FY16 Scheme offer.

Nature and amount of the financial assistance

The financial assistance was given in the form of a
payment of $314,747.16 (including brokerage) to the
Trustee for the purposes of enabling the Trustee to
purchase Genesis Energy shares for the participants
entitled to award shares under the Scheme FY16
offer.