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Capital Change Notice

Capital Change9 March 2021MELUtilities

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


9 March 2021


Meridian Energy Limited provides the attached capital change notice pursuant to NZX Listing Rule

3.13.1. This notice relates to the issue of 476,174 performance share rights to senior executives. The

performance share rights are being issued pursuant to the Meridian Executive Long-Term Incentive

Scheme.


ENDS

Jason Woolley

Company Secretary

Meridian Energy Limited


For investor relations queries, please contact:


Owen Hackston

Investor Relations Manager

021 246 4772

For media queries, please contact:


Polly Atkins

External Communications Specialist

021 174 1715

---

Capital Change Notice



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 476,174

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, 0.0019% 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 2020 to 30 June 2023

relative to Meridian’s cost of equity

and the total shareholder return of a

defined group of NZX listed peer


1

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

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

February 2021.

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.

476,174 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 3.13.1, dated 23

February 2021.

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

Date of issue/acquisition/redemption

2

9 March 2021

Section 3: Authority for this announcement and contact person

Name of person


authorised to make this

announcement

Jason Woolley

Contact person for this announcement Jason Woolley

Contact phone number +64 4 381 1200

Contact email address generalcounsel@meridianenergy.co.nz

Date of release through MAP


9 March 2021





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).

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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