Capital Change Notice

Release






M e r i d i a n E n e r g y L i m i t e d ( A R B N 1 5 1 8 0 0 3 9 6 ) A c o m p a n y i n c o r p o r a t e d i n N e w Z e a l a n d
L e v e l 2 , 5 5 L a d y E l i z a b e t h L a n e , P O B o x 1 0 8 4 0 , W e l l i n g t o n 6 1 4 3

m e r i d i a n e n e r g y . c o . n z
Stock Exchange Listings NZX (MEL) ASX (MEZ)
Capital Change Notice – Performance Share Rights
18 October 2019
Meridian Energy Limited (
Meridian
) provides the attached capital change notice pursuant to NZX
Listing Rule 3.13.1. This notice relates to the issue of 342,464 performance share rights to senior
executives. The performance share rights are being issued pursuant to the Meridian Executive Long-
Term Incentive Scheme.

ENDS
Jason Stein
Company Secretary
Meridian Energy Limited



For investor relations queries, please contact:
Owen Hackston
Investor Relations Manager
021 246 4772

For media queries, please contact:

Claire Shaw
Corporate Communications Manager
021 370 677

---

Capital Change Notice
Updated as at 8 May 2019



Section 1: Issuer information
Name of issuer Meridian Energy Limited
NZX ticker code MEL
Class of financial product Share rights which give the holder
options to acquire ordinary shares
ISIN (If unknown, check on NZX website) NZMELE0002S7
Currency n/a
Section 2: Capital change details
Number issued/acquired/redeemed 342,464 share rights
Nominal value (if any) Nil
Issue/acquisition/redemption price per security No consideration is payable for the
issue of the share rights.
Nature of the payment (for example, cash or other
consideration)
Nil
Amount paid up (if not in full) Nil
Percentage of total class of Financial Products
issued/acquired/redeemed/ (calculated on the number
of Financial Products of the Class, excluding any
Treasury Stock, in existence)
1

If all share rights vest and the options
are exercised, 0.013% of the ordinary
shares in Meridian Energy Limited
(based on the number of ordinary
shares currently on issue) plus the
Dividend Adjustment (described at
'Principal terms of Conversion' below).
For an issue of Convertible Financial Products or
Options, the principal terms of Conversion (for
example the Conversion price and Conversion date
and the ranking of the Financial Product in relation to
other Classes of Financial Product) or the Option (for
example, the exercise price and exercise date)
• Each Share Right entitles the
holder, upon the vesting and
exercise of the Share Right, to one
ordinary share in the Company.
Each Share Right also entitles the
holder to an additional number of
shares equal to the value of gross
cash dividends per share which
would have been paid to a New
Zealand tax resident who held a
share for the duration of the vesting
period, calculated using a 10-day
volume weighted average price
(Dividend Adjustment).
• The number of Share Rights that
vest depend on Meridian Energy
Limited’s total shareholder return
over a 3-year performance period
from 1 July 2019 to 30 June 2022
relative to Meridian’s cost of equity
and the total shareholder return of a

1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

defined group of NZX listed peer
companies.
• Share Rights will lapse where the
performance hurdles are not met.
• Share Rights will also lapse if the
holder ceases to be employed by
Meridian during the vesting period
subject to the Board’s discretion to
determine that Share Rights will
vest on death, redundancy, total
permanent illness, injury or any
other circumstance the Board
determines.
• There is no amount payable by
holders on grant or vesting of the
Share Rights or on the transfer of
shares.
• Share Rights do not entitle the
holder to receive dividends or other
distributions from shares or to vote
in respect of shares.
• Holders of Share Rights cannot
transfer the Share Rights.
• The ordinary shares transferred
upon the vesting and exercise of
Share Rights will rank equally with
all other ordinary shares then on
issue.
Reason for issue/acquisition/redemption and specific
authority for issue/acquisition/redemption/ (the reason
for change must be identified here)
Issued under the Meridian Energy
Limited Long Term Incentive Plan,
approved by the Meridian Board on 23
August 2019.
Total number of Financial Products of the Class after
the issue/acquisition/redemption/Conversion
(excluding Treasury Stock) and the total number of
Financial Products of the Class held as Treasury Stock
after the issue/acquisition/redemption.
342,464 Share Rights
In the case of an acquisition of shares, whether those
shares are to be held as treasury stock
n/a
Specific authority for the issue, acquisition, or
redemption, including a reference to the rule pursuant
to which the issue, acquisition, or redemption is made
Meridian Energy Limited Executive
Long Term Incentive Scheme Rules
and board resolution for the purposes
of Listing Rule 4.6.1, dated 26
September 2019.
Terms or details of the issue, acquisition, or
redemption (for example: restrictions, escrow
arrangements)
See 'Principal terms of Conversion'
above

The terms and details of the issue are
contained in the Meridian Energy
Limited Long Term Incentive Scheme
Rules.

Capital Change Notice
Updated as at 8 May 2019

Date of issue/acquisition/redemption
2
17 October 2019
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this
announcement
Jason Stein
Contact person for this announcement Jason Stein
Contact phone number +64 4 381 1257
Contact email address generalcounsel@meridianenergy.co.nz
Date of release through MAP

18 October 2019




2
Continuous issuers using this form in reliance on Rule 3.13.2, please indicate the period during which the relevant
issue/acquisition/redemptions were made (for example, 1 January 2019 to 31 January 2019).