Notice of Financial Assistance

23353808
NOTICE OF PROVISION OF FINANCIAL ASSISTANCE NOT EXCEEDING
5% OF SHAREHOLDERS’ FUNDS
(Section 80 Companies Act 1993)



1 October 2018
Provision of Financial Assistance in connection with Genesis Energy Limited’s Long Term
Incentive Plan in respect of FY19
Under section 80 of the Companies Act 1993, Genesis Energy Limited (‘Genesis Energy’ or the
‘Company’) is required to make the following disclosure in respect of financial assistance
provided to certain executives of the Company in relation to an invitation to those executives to
participate in Genesis Energy’s Executive Long Term Incentive Plan (‘Executive LTI Plan’).
Background
The Executive LTI Plan was implemented by Genesis Energy in conjunction with the listing of
Genesis Energy on the NZX and ASX in April 2014. The Genesis Energy Board considers that the
Executive LTI Plan increases the alignment of the interests of those executive participants
(‘Participants’) most able to influence the financial results of the Company with the interests of
the Company.
Under the Executive LTI Plan, Participants, on the invitation of the Board, purchase shares funded
by an interest-free loan from the Company.
Each Participant’s shares will be held on trust by the trustee for the benefit of the Participant for
a three-year qualifying period (‘Qualifying Period’) in accordance with the rules of the Executive
LTI Plan and the trust deed entered into by the trustee and the Company.
The vesting of shares at the conclusion of the Qualifying Period is dependent on:

• the continued employment of the Participant during the Qualifying Period;

• the Company’s absolute total shareholder return (‘TSR’) being positive over the
performance period and meeting the relevant performance hurdle in respect of the latest
10 year averages of TSR performance of all entities included on the NZX and ASX; and

• the Company’s total shareholder return over the performance period being positive and
meeting the relevant performance hurdle in respect of the Company’s close industry peers.

Details of Financial Assistance

This notice is given in respect of the provision of financial assistance by the Company in relation
to Participants who accept the Executive LTI Plan FY19 offer and the acquisition of shares of the
Company for the benefit of those Participants by way of an interest-free loan from the Company.
This loan 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 Executive LTI Plan FY19 offer year are as
follows:

Shares in respect of which the financial assistance
was provided

502,543 ordinary shares in the Company acquired for
purposes of the Executive LTI Plan FY19 offer.

Consideration paid for the shares $2.48 per share.

Recipients of the financial assistance

Executives of the Company who accept the LTI Plan
FY19 offer. The Shares are held by the trustee for the
Participants and will vest subject to certain
performance hurdles being met.

Nature and amount of the financial assistance

The financial assistance was given in the form of a
payment by the Company of $1,250,000.00 (including
brokerage and administration costs) to the trustee of
the Executive LTI Plan for the purposes of enabling the
trustee of the Executive LTI Plan to purchase Genesis
Energy shares for the benefit of the Participants who
accept the Executive LTI Plan FY19 offer.

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23353809
NOTICE OF PROVISION OF FINANCIAL ASSISTANCE NOT EXCEEDING
5% OF SHAREHOLDERS’ FUNDS
(Section 80 Companies Act 1993)



1 October 2018
Provision of Financial Assistance in connection with Genesis Energy Limited’s Talent Retention
Plan in respect of FY19
Under section 80 of the Companies Act 1993, Genesis Energy Limited (‘Genesis Energy’ or the
‘Company’) is required to make the following disclosure in respect of financial assistance
provided to certain employees in relation to the Talent Retention Plan (‘TRP’).
Background
The TRP was implemented by the Company in 2017. The intent of the TRP is to incentivise the
retention and commitment of the highest performing individuals identified as being critical to the
delivery of the Company’s strategy.
The Genesis Energy Board considers that the TRP increases the alignment of the interests of those
employees identified by the Company as being critical to the delivery of the Company’s strategy
(‘Participants’) with the interests of the Company.
Under the TRP, Participants will be awarded shares in the Company (‘Shares’) in two tranches over
a 3 year period, whereby:
• 50% of the Shares will vest following a 2 year period; and
• the remaining 50% of Shares will vest following a 3 year period,
(each, a ‘Qualifying Period’), provided that the Participant remains an employee of the Company
following each Qualifying Period.
Each Participant’s Shares will be held on trust by the trustee for each Participant during the
relevant Qualifying Period in accordance with the rules of the TRP and the trust deed entered into
by the trustee and the Company in respect of the TRP.
Details of Financial Assistance

This notice is given in respect of the provision of financial assistance by the Company through the
payment of the costs associated with the acquisition of Shares in respect of Participants who
accept the TRP FY19 offer and who remain employees of the Company at the end of each
Qualifying Period. The payment of these costs will constitute the giving of ‘financial assistance’ in
connection with the acquisition of Shares for the purposes of the Companies Act 1993.

The details of the financial assistance relating to the TRP FY19 offer year are as follows:

Shares in respect of which the financial assistance
was provided

107,343 ordinary shares in the Company acquired for
purposes of the TRP FY19 offer.

Consideration paid for the shares $2.55 per share.

.2

Recipients of the financial assistance Nominated employees of the Company who accept
the TRP FY19 offer. The Shares are held by the trustee
for the Participants and will vest subject to certain
performance hurdles being met.

Nature and amount of the financial assistance

The financial assistance was given in the form of a
payment by the Company of $302,624.65 (including
brokerage and administration costs) to the trustee of
the TRP for the purposes of enabling the trustee to
purchase Genesis Energy shares for the benefit of the
Participants who accept the TRP FY19 offer.