Genesis Energy Limited logo

Updated Market Release, Corporate Action Notice and App 3B

Capital Raise23 February 2026GNEUtilities

MARKET RE
LEASE

Date: 23 February 2026

NZX: GNE / ASX: GNE

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN THE UNITED STATES

Earning

s resilience and strategic momentum under Gen35; NZ$400m

equity raise to accelerate growth

Genesis

Energy Limited’s (“Genesis”) conƟnued delivery of its Gen35 growth strategy, strengthened by

Genesis’ market leading fuel and generaƟon flexibility and spring hydro condiƟons, has driven a record

first-half normalised EBITDAF of NZ$307 million for the six months ended 31 December 2025.

This result demonstrates the strength and resilience of Genesis’ diversified porƞolio of assets and the

Company’s ability to deliver strong earnings under variable market condiƟons.

Genesis conƟnued to acƟvely manage its gas posiƟon into Q3 FY26. Current expectaƟons are that winter

2026 condiƟons will revert toward more normal seasonal paƩerns, with thermal baseload and firming

capacity available to support system security.

Genesis has today announced a NZ$400 million equity raise to accelerate the development of its growth

opportuniƟes across renewable generaƟon and dispatchable firming capacity, and underpin delivery of

the Gen35 strategy.

Financial Summary

6 months, Dec

2025 ($NZ)

6 months, Dec

2024 ($NZ)

Change

Normalised EBITDAF

1

$307m $222m +38%

Reported EBITDAF

2

$303m $217m +40%

Gross Margin $521m $409m +27%

Net Profit After Tax $95m $70m +36%

Operating Expenses: Digital Investment ($28m)

($14m)

100%

Operating Expenses: Operations ($190m) ($178m) +7%

Operating Free Cash Flow $183m $46m +298%

Interim Dividend 7.30 cps 7.13 cps +2%




Strategy Execution Highlights


• ConƟnued execuƟon of Gen35 strategy to benefit customers and shareholders through Genesis’

large, established customer book, growing renewable generaƟon and market leading flexibility.

• Edgecumbe solar farm (136 MWp) FID delivered and construcƟon will commence in Q4 FY26.

• Leeston solar farm (67 MWp) is on track for FID in Q4 FY26.

• Rangiriri solar farm (271 MWp) was acquired. Once operaƟonal, the Rangiriri solar farm is

expected to generate around 437 GWh of electricity annually – enough to power 54,600 homes.

• Huntly BESS Stage 1 (100 MW/200 MWh) remains on track and within budget; Stage 2 feasibility

progressing.

• 10-year Huntly Firming OpƟons for Rankine capacity were authorised by the Commerce

Commission and came into effect on 1 January 2026.

• ConƟnued progress on Genesis’ Castle Hill wind development and, in addiƟon, entered into an

exclusive wind partnership with Yinson Renewables providing access to a ~1 GW wind pipeline.

• PPA secured 70% of Mt Cass wind farm (95 MW) in Canterbury. This is planned to deliver 210 GWh

p.a. to Genesis from Q1 FY29.

• Successfully delivered the first cohort migraƟon of around 50,000 customers to the Gentrack g2.0

(R2G2) plaƞorm: Release 2 on track.

• Margin quality upliŌ, improved netback.

• Market leading flexibility leveraged during wet and high wind periods, driving record EBITDAF.

• Maintained BBB+ investment grade credit raƟng (S&P stable outlook).


Key Drivers of H1 FY26 Performance


1. Record earnings enabled by market-leading porƞolio flexibility


Genesis delivered record first-half earnings through disciplined porƞolio posiƟoning in favourable hydro

condiƟons. FY26 started with record low inflows and snowpack, before spring saw South Island inflows,

parƟcularly at Tekapo above P75, enabling higher hydro generaƟon and materially reduced thermal

generaƟon. Coal generaƟon fell to 164 GWh from 710 GWh in the prior corresponding period, as thermal

assets shiŌed from baseload to flexible firming.


This integrated porƞolio response reduced Genesis’ carbon emissions and lowered the cost of

generaƟon. The result reinforces the structural flexibility advantage of Genesis’ porƞolio — enabling

earnings to be defended in dry periods and enhanced in favourable condiƟons.



2. Margin quality delivered through conƟnued retail strategy execuƟon


Margin quality remains central to Gen35 execuƟon. Electricity netback increased 17% year-on-year to

NZ$172/MWh, reflecƟng disciplined pricing, improved customer mix and operaƟonal simplificaƟon.


The strategy conƟnues to prioriƟse value over volume. While total customer numbers adjusted following

the move to a single brand, margin quality strengthened, as planned. Growth in strategic segments -

including EV plans and demand flexibility programmes - supported higher lifeƟme customer value and

improved earnings durability.


Gas netbacks also improved through acƟve porƞolio management and disciplined contract posiƟoning.

Across all fuels, total netback increased by NZ$113 million, demonstraƟng Genesis’ ability to convert

scale into sustained margin.


3. Market leading flexibility leveraged


Genesis’ large, established customer book and proacƟve fuel opƟmisaƟon was both a key contributor to

performance and provided gas support to industrial gas customers. Genesis directed gas volumes to

support industrial customers where commercially prudent, leveraging porƞolio flexibility and driving

margin upliŌ.


Gas market volaƟlity persisted during the period, reinforcing the importance of mulƟ-fuel opƟonality

across coal, gas and diesel.


The establishment of a strategic fuel reserve at Huntly Power StaƟon, including 600 kt of coal reserve

funded equally by the four gentailers (including Genesis), further strengthened system resilience and

energy security capability.


4. Digital transformaƟon delivering structural capability


Genesis conƟnued to invest in long-term operaƟonal capability through its digital transformaƟon

programme. Billing and CRM upgrades are now live for around 50,000 customers, with Release 2

progressing toward broader migraƟon. The new financial management system has also gone live, and

enhancements to the electricity trading and risk management system are underway.


Digital investment remains within the previously disclosed NZ$145 million envelope and is expected to

support structural cost-to-serve improvements and enhanced porƞolio opƟmisaƟon from FY28 onwards.

OperaƟng expenses increased during the half due to this planned investment ramp-up and targeted

operaƟonal iniƟaƟves aligned to sustainable earnings growth.


5. Total shareholder return


Genesis delivered total shareholder return of over 13% across calendar year 2025, reflecƟng both

dividend yield and share price appreciaƟon.


Development Pipeline and Growth Momentum


Genesis’ current development pipeline includes projects with aggregate forecast generaƟon capacity of

2,500 MW. Genesis conƟnues to deliver on its strategy targeƟng approximately 500 MW of grid scale



solar, 200 MW of two-hour BESS and Rankine life extension to improve margins across its generaƟon

fleet.


ConstrucƟon on the 136 MWp Edgecumbe solar farm will commence around Q4 FY26. Genesis acquired

the 271 MWp Rangiriri solar farm during the year, which is expected to generate around 437 GWh of

electricity annually – enough to power 54,600 homes. Huntly BESS Stage 1 remains on track and under

budget, with Stage 2 feasibility advancing.


A PPA was entered into with Yinson Renewables in respect of 70% of the output in respect of their Mt

Cass wind farm in Canterbury. This PPA is expected to deliver around 210 GWh p.a. to Genesis once the

wind farm is operaƟonal.


The 10-year Huntly Firming OpƟons (“HFO’s”) for Rankines were approved by the Commerce

Commission and came into effect on 1 January 2026.


Progress has conƟnued on the Castle Hill wind development. In addiƟon, Genesis has entered into an

exclusive partnership with Yinson Renewables, providing access to a potenƟal ~1 GW wind pipeline (over

and above Mt Cass).


Genesis’ porƞolio-led approach ensures projects are sequenced based on risk-adjusted returns, system

need and capital discipline. Renewable growth is designed to enhance outcomes across the fleet,

displacing baseload thermal generaƟon and increasing dispatch flexibility.


Earnings Resilience Through Flexibility


Genesis considers that its market leading flexibility provides it with the unique ability to be able to defend

earnings during dry and low wind periods, as was demonstrated during FY25. This is alongside being able

to maximise earnings during wet, high wind periods as was demonstrated during the first half of FY26.


Genesis considers that its large, established customer book, growing renewable generaƟon and flexibility

underpins the pathway to conƟnued delivery of its strategy now and into the future.


Capital Management and Balance Sheet Strength


OperaƟng free cash flow of NZ$183 million funded growth capital, stay-in-business investment and

dividends during H126. Stay-in-business capex remains focused on prolonging the life of the Rankines

and maintaining asset reliability, while growth capex conƟnues to be directed toward renewables and

storage in line with Gen35 prioriƟes.


Leverage remains within target seƫngs consistent with Genesis’ BBB+ investment grade credit raƟng,

with increased headroom preserved for growth through the equity raise described below.


NZ$400m equity raise to accelerate growth


Equity raise overview


Genesis is undertaking an equity raise of NZ$400 million to accelerate its pipeline of growth

opportuniƟes. The equity raise comprises an underwriƩen placement of NZ$100 million at a price of

NZ$2.15 per share (“Placement”) and an underwriƩen 1 for 7.9 pro rata renounceable rights offer to

raise NZ$300 million at a price of NZ$2.05 per share (“Rights Offer”) (together, the “Offer”).



The proceeds from the Offer will iniƟally be used to reduce net debt and will allow Genesis to:


• accelerate its pipeline of growth opportuniƟes across renewable generaƟon and dispatchable

firming capacity;


• support the delivery of Horizon 2 within Genesis’ broader Gen35 strategy, designed to posiƟon

the business for growth, and increase opƟonality for Horizon 3; and


• accelerate its growth strategy while also remaining commiƩed to its investment grade credit raƟng

and current dividend policy as part of its broader capital management framework.


Malcolm Johns, Genesis’ Chief ExecuƟve, says, “Genesis has developed a strong pipeline of aƩracƟve

growth investments, with this new equity raise offer enabling the acceleraƟon of circa NZ$2 billion

pipeline of growth opportuniƟes to FY32 across renewables and dispatchable firming capacity.”


“A c c e l e r aƟon of opportuniƟes that meet Genesis’ capital allocaƟon framework are expected to both

enhance value for Genesis’ customers as well as shareholders by bringing forward earnings growth and

strengthen Genesis’ ability to support New Zealand’s energy security. Genesis considers that increased

flexible capacity will be required to maintain grid stability and reliability as renewables conƟnue to grow

within New Zealand’s energy mix, parƟcularly during dry periods. Genesis’ pipeline includes projects that

could directly increase dispatchable capacity such as BESS opportuniƟes. AcceleraƟng investment into

renewables should also enable more rapid displacement of Huntly’s baseload role and free up its

capacity to enable Genesis to bring more flexible capacity to the market.


Details of the equity raise


Placement


The Placement will be conducted through a bookbuild in which eligible insƟtuƟonal investors and New

Zealand resident clients of retail brokers will be invited to parƟcipate.


The Placement will comprise the issue of approximately 46.5 million new shares, represenƟng

approximately 4.2% of current issued capital, to raise gross proceeds of NZ$100 million.


The Placement price of NZ$2.15 per new share represents an 8.0% discount to the ex-dividend adjusted

3


closing share price on the NZX of NZ$2.34 on 20 February 2026 and an 8.7% discount to the 5-day ex-

dividend adjusted

3

volume weighted average price on the NZX (“VWAP”) of $2.35 prior to today’s

announcement.


New shares issued on compleƟon of the Placement will be eligible to parƟcipate in the Rights Offer.


Rights Offer


Under the NZ$300 million Rights Offer, eligible shareholders may apply for 1 new share for every 7.9

exisƟng shares held as at 7.00pm (NZDT) / 5:00pm (AEDT) on the record date of 2 March 2026, at an

issue price of NZ$2.05 per new share.


The Rights Offer will comprise the issue of approximately 146.3 million new ordinary shares, represenƟng

approximately 13.2% of current issued capital, to raise gross proceeds of NZ$300 million.


The Rights Offer price of NZ$2.05 represents a 10.8% discount to the ex-dividend-adjusted

3

theoreƟcal

ex-rights price (“TERP”)

4

of NZ$2.30 post the Offer.




Any rights that are not taken up by eligible shareholders and rights of ineligible shareholders will be

offered for sale in the shorƞall bookbuild that will be available to insƟtuƟonal investors and brokers.

Eligible retail shareholders who take up their rights in full may apply for addiƟonal new shares (i.e. shares

in excess of their pro rata rights) that will be offered for sale under the shorƞall bookbuild. Any surplus

subscripƟon monies above the Rights Offer price realised in the shorƞall bookbuild will be returned pro

rata to non-parƟcipaƟng and ineligible retail shareholders.


Rights will not be quoted on the NZX Main Board or on the ASX.


Crown Commitment and UnderwriƟng


The Crown has commiƩed to subscribe for approximately NZ$198m of new shares (“Crown

ParƟcipaƟon”), so that it has a 51.00% shareholding following compleƟon of the Offer

5

. The Crown’s

support of the Offer reflects its assessment of the benefits of acceleraƟng Genesis’ growth opportuniƟes

that directly advance the Government's goals for secure and affordable energy, consistent with the

Crown’s leƩer to Genesis on 30 September 2025.


The Offer, other than the Crown ParƟcipaƟon, is underwriƩen by Jarden Partners Limited.


Dividend


The Board has declared an interim dividend of 7.30 cents per share to be paid on 25 March 2026 (with

a record date of 26 February 2026). Genesis has received a waiver from NZX to enable it to shorten the

five business days’ noƟce period prescribed by the NZX LisƟng Rules between the announcement of this

dividend and its Record Date.


The Genesis Board conƟnues to believe that the current fixed dividend policy remains appropriate and

is likely to conƟnue to be appropriate through to the end of Horizon 2 of Gen35 (i.e. FY28). The Genesis

Board’s current expectaƟon is that Genesis may return to a more market-aligned policy beyond that

period, although that will be a decision for the Board at that Ɵme.


The new shares issued under the Placement and Rights Offer will not be enƟtled to the FY26 interim

dividend.


Dividend Reinvestment Plan


Shareholders will have the opportunity to parƟcipate in Genesis’ dividend reinvestment plan (“DRP”).


The Board has exercised its discreƟon in excepƟonal or unusual circumstances to adjust the DRP sale

price so that the DRP strike price will be set equal to the lower of (i) the DRP strike price calculated under

the usual DRP methodology as contemplated under the terms of the DRP, with no discount applied; and

(ii) the New Zealand dollar issue price payable under the Rights Offer forming part of the Offer.


The DRP strike price will be announced on 4 March 2026, and allotment of new shares is expected to

occur on 25 March 2026.


Outlook


Genesis’ FY26 normalised EBITDAF guidance remains unchanged at NZ$490 million – NZ$520 million.

Genesis’ FY28 normalised EBITDAF target has increased from mid to upper NZ$500 million to upper
NZ$500 million, reflecƟng Genesis confidence in growth towards the higher end of the previously

indicated range.

Genesis has today published its FY32 normalised EBITDAF outlook of NZ$650 million – NZ$750 million.

These outlook expectaƟons are based on a number of important assumpƟons, including relaƟng to

hydrological condiƟons, gas availability, plant reliability, stable market condiƟons and the absence of

material adverse events.

Commentary from Malcolm Johns, Chief Executive

“Our record EBITDAF for the period reflects the structural strength of our porƞolio with its large,

established customer book, growing renewable generaƟon and market leading flexibility.

Genesis is able to defend earnings during dry, low wind periods and opƟmise them during wet, high wind

periods, while also supporƟng wider sector security demands.

We remain focused on conƟnuing to build a commercial culture around delivery for our customers and

shareholders through a focus on conƟnuous improvement in margin quality, cost discipline and strong

capital management.

We remain New Zealand’s largest distributed energy retailer. Our renewable pipeline conƟnues to

progress and we are further unlocking value from our market leading flexibility.


The growth equity raise we have announced today will help us accelerate our development pipeline,

benefiƟng our customers, shareholders and New Zealand’s energy security.”

Additional information

AddiƟonal informaƟon regarding the Offer is contained in the investor presentaƟon accompanying this

announcement and available at www.shareoffer.co.nz/genesis. The investor presentaƟon contains

important informaƟon including key risks and foreign selling restricƟons with respect to the Offer.

AddiƟonal informaƟon regarding the Rights Offer is contained in the Offer Document accompanying this

announcement and available at www.shareoffer.co.nz/genesis.

Key dates

Placement

Trading halt and Placement bookbuild Monday, 23 February 2026

Announcement of results of Placement and trading

halt lifted

Tuesday, 24 February 2026

Settlement on the ASX Thursday, 26 February 2026

Settlement on the NZX Friday, 27 February 2026

Allotment and trading of new shares on ASX and NZX Friday, 27 February 2026



Rights Offer

Record date 7.00pm NZDT, Monday, 2 March 2026

Rights Offer opens Wednesday, 4 March 2026

Rights Offer closes Tuesday, 17 March 2026

Shortfall Bookbuild for Rights Offer Friday, 20 March 2026

Settlement on the ASX Tuesday, 24 March 2026

Settlement on the NZX Wednesday, 25 March 2026

New Rights Offer shares allotted and commence

trading on NZX and ASX

Wednesday, 25 March 2026

Payment of any premium achieved in the Bookbuild Tuesday, 31 March 2026

1. Reported EBITDAF: Earnings before net finance expense, income tax, depreciaƟon, depleƟon, amorƟsaƟon, impairment, unrealised fair value

changes, and other gains. Refer to note A1 in the Condensed Consolidated Interim Financial Statements on page 14 for reconciliaƟon from

EBITDAF to net profit before tax.

2. Normalised EBITDAF adjusted for non-rouƟne restructuring costs ($0.5 million), acquisiƟon costs ($0.8 million) and provision for Crown

royalƟes seƩlement for Kupe Venture Limited - PML 38146 ($2.0 million).

3. Ex-dividend adjustment based on Genesis’ FY26 interim dividend of 7.3 cents per share declared today.

4. TERP is the TheoreƟcal Ex-Rights Price at which Genesis ordinary shares would trade immediately aŌer the ex-rights date for the Rights Offer.

TERP is calculated with reference to Genesis’ NZX closing share price of NZ$2.34 on 20 February 2026 (ex-dividend adjusted

3

) and includes all

new shares issued under the equity raise. TERP is a theoreƟcal calculaƟon only and the actual price at which Genesis ordinary shares will trade

immediately aŌer the ex-rights date for the Rights Offer will depend on many factors and may not be equal to TERP.

5. Crown has commiƩed to subscribe for such number of new shares to result in a 51.00% shareholding following compleƟon of the Offer

(noƟng the Crown’s current shareholding in Genesis is 51.23%)


ENDS


For investor relaƟons enquiries, please contact:

David Porter

Investor RelaƟons Manager

M: 020 4184 1186


For media enquiries, please contact:

Graeme Muir

Group Manager CommunicaƟons

M: 027 202 4885


About Genesis Energy:


Genesis Energy (NZX: GNE, ASX: GNE) is a diversified New Zealand energy company. Genesis sells

electricity, reƟculated natural gas and LPG and is one of New Zealand's largest energy retailers with

approximately 500,000 customers. The Company generates electricity from a diverse porƞolio of thermal

and renewable generaƟon assets located in different parts of the country. Genesis also has a 46% interest

in the Kupe Joint Venture, which owns the Kupe Oil and Gas Field offshore of Taranaki, New Zealand.

Genesis had revenue of NZ$3.7 billion during the 12 months ended 30 June 2025. More informaƟon can

be found at www.genesisenergy.co.nz


Important NoƟce


EXCEPT AS OTHERWISE EXPRESSLY AGREED WITH GENESIS, THIS ANNOUNCEMENT IS RESTRICTED AND

IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART,

IN OR INTO THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE

UNITED STATES, CANADA, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH

PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL. FURTHER, THIS ANNOUNCEMENT IS

FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.


This announcement or any part of it does not consƟtute or form part of any offer to issue or sell, or the

solicitaƟon of an offer to purchase, subscribe for or otherwise acquire, any securiƟes in the United States

(including its territories and possessions, any state of the United States and the District of Columbia (the



"United States" or "US"), Canada, South Africa, Japan or any other jurisdicƟon in which the same would

be unlawful. No public offering of the new shares is being made in any such jurisdicƟon.


The new shares offered in the Placement and the Rights Offer have not been and will not be registered

under the US SecuriƟes Act of 1933, as amended (the "SecuriƟes Act"), or under the securiƟes laws or

with any securiƟes regulatory authority of any state or other jurisdicƟon of the United States, and

accordingly the new shares may not be offered, sold, pledged or transferred, directly or indirectly, in,

into or within the United States except pursuant to an exempƟon from, or in a transacƟon not subject

to, the registraƟon requirements of the SecuriƟes Act and in compliance with any applicable securiƟes

laws of any relevant state or other jurisdicƟon of the United States. There is no intenƟon to register any

porƟon of the offering in the United States or to conduct a public offering of securiƟes in the United

States.


The new shares offered in the Placement and the Rights Offer have not been approved or disapproved

by the US SecuriƟes and Exchange Commission, any state securiƟes commission or other regulatory

authority in the United States, nor have any of the foregoing authoriƟes passed upon or endorsed the

merits of the placing or the accuracy or adequacy of this announcement. Any representaƟon to the

contrary is a criminal offence in the United States.


Forward-Looking Statements


This announcement contains certain forward-looking statements such as indicaƟons of, and guidance

on, future earnings and financial posiƟon and performance. Forward-looking statements can generally

be idenƟfied by use of words such as “approximate”, “project”, “foresee”, “plan”, “target”, “seek”,

“expect”, “aim”, “intend”, “anƟcipate”, “believe”, “esƟmate”, “may”, “should”, “will”, “objecƟve”,

“assume”, “guidance”, “outlook” or similar expressions. This also includes statements regarding the

Ɵmetable, conduct and outcome of the Offer and the use of proceeds thereof, statements about the

plans, targets, objecƟves and strategies of Genesis, statements about the future performance of, and

outlook for, Genesis’ business. It also includes Genesis’ comments on its outlook for future periods,

including the 12-month periods ending 30 June 2026, 30 June 2028, and 30 June 2032. Any indicaƟons

of, or guidance or outlook on, future earnings or financial posiƟon or performance and future

distribuƟons are also forward-looking statements. All such forward-looking statements involve known

and unknown risks, significant uncertainƟes, judgements, assumpƟons, conƟngencies, and other factors,

many of which are outside the control of Genesis, which may cause the actual results or performance of

Genesis to be materially different from any future results or performance expressed or implied by such

forward-looking statements.


Such forward-looking statements speak only as of the date of this announcement. Except as required by

law or regulaƟon (including the NZX LisƟng Rules and the ASX LisƟng Rules), Genesis undertakes no

obligaƟon to provide any addiƟonal informaƟon or update these forward-looking statements for events

or circumstances that occur subsequent to the date of this announcement or to update or keep current

any of the informaƟon contained herein.


Any esƟmates, projecƟons or outlook statements as to events that may occur in the future are based

upon the best judgement of Genesis from the informaƟon available as of the date of this announcement.

A number of factors could cause actual results or performance to vary materially from the esƟmates,

projecƟons or outlook statements. Investors should consider the forward-looking statements in this

announcement in light of those risks and disclosures.




ENDS




For investor relaƟons enquiries, please contact:

David Porter

Investor RelaƟons Manager

M: 020 4184 1186


For media enquiries, please contact:

Graeme Muir

Group Manager CommunicaƟons

M: 027 202 4885


About Genesis Energy:


Genesis Energy (NZX: GNE, ASX: GNE) is a diversified New Zealand energy company. Genesis sells

electricity, reƟculated natural gas and LPG and is one of New Zealand's largest energy retailers with

over 520,000 customers. The Company generates electricity from a diverse porƞolio of thermal and

renewable generaƟon assets located in different parts of the country. Genesis also has a 46% interest

in the Kupe Joint Venture, which owns the Kupe Oil and Gas Field offshore of Taranaki, New Zealand.

Genesis had revenue of NZ$3.7 billion during the 12 months ended 30 June 2025. More informaƟon

can be found at www.genesisenergy.co.nz

---

Corporate Action Notice
(Other than for a Distribution)




Page 1 of 4

Section 1: Issuer information (mandatory)

Name of issuer Genesis Energy Limited (Genesis)

Class of Financial Product Ordinary shares

NZX ticker code GNE

ISIN (If unknown, check on NZX

website)

NZGNEE0001S7

Name of Registry Computershare Investor Services Limited

Type of corporate action

(Please mark with an X in the relevant

box/es)

Share Purchase

Plan/retail offer

Renounceable

Rights issue or

Accelerated

Offer

X

Capital

reconstruction

Non-

Renounceable

Rights issue or

Accelerated

Offer


Call Bonus issue

Placement X

Record date 02/03/2026

Ex Date (one business day before the

Record Date)

27/02/2026

Currency NZD

External approvals required before offer

can proceed on an unconditional basis?

N

Details of approvals required N/A

Section 2: Rights issue or Accelerated Offer

If Accelerated Offer, structure N/A

Number of Rights to be issued or

entitlements available for security

holders in the Accelerated Offer

146,337,147 rights

Maximum number of Equity Securities

to be issued if offer is fully subscribed

Approximately 146.3 million ordinary shares (subject

to rounding). The total number of ordinary shares to

be issued will be determined by the results of the

rights offer and shortfall bookbuild.

ISIN of Rights (if applicable) N/A

Oversubscription facility Y

Details of scaling arrangements for

oversubscriptions

Eligible shareholders who have taken up all of their

rights in full, and institutional investors, may apply for


2 of 4

new shares under the shortfall bookbuild component

of the rights offer.

Allocations and any necessary scaling of additional

new shares applied for by eligible shareholders who

take up their entitlements in full will be determined by

Genesis and Jarden Securities Limited (in its

capacity as lead manager). Scaling of applications for

additional new shares will be done to prioritise

allocations to eligible shareholders that apply for

additional new shares over allocations to other

applicants in the shortfall bookbuild. Otherwise

scaling will be on a consistent basis by reference to

the quantum of additional shares applied for

(although Genesis and Jarden Securities Limited

retain discretion to scale individual applications for

additional new shares on a differential basis).

Entitlement ratio (for example 1 for 3)

Please contact NZX ahead of announcing the offer if

each Right will be exercisable for more or less than

one Equity Security (i.e unless prior arrangement is

made, Rights will be exercisable on a one for one

basis)

New 1 Existing 7.9

Treatment of fractions** Where fractions arise in the calculation of rights, they

will be rounded down to the nearest right.

Subscription price

(per Equity Security)

$2.05 (or the A$ Price, as defined in the offer

document for the rights offer dated 23 February 2026

(the Offer Document))

Letters of entitlement mailed 04/03/2026

Offer open 04/03/2026

Offer close 17/03/2026

Quotation date (if Rights will be quoted) N/A

Allotment date Market open on:

25/03/2026

Section 3: Placement

Number of Equity Securities to be

issued

Approximately 46.5 million ordinary shares

Issue price per Equity Security $2.15

Maximum dollar amount of Equity

Securities to be issued

$100 million

Proposed issue date 27/02/2026

Existing holders eligible to

participate

Y

Related Parties eligible to

participate

Y

Basis upon which participation by

existing Equity Security holders will

be determined

All Institutional Investors (as defined in the Offer

Document) will be invited to participate in the placement.

Certain retail shareholders may be able to participate in


3 of 4

the placement via their brokers who bid for new shares in

the placement on behalf of their retail clients.

Purpose(s) for which the Issuer is

issuing the Equity Securities

Net proceeds from the rights offer and the placement

(together, the Offer) will be initially applied to reduce net

debt and provide financial flexibility to fund Genesis’

growth opportunities across dispatchable firming capacity

and renewable generation capacity, as set out in further

detail in the presentation dated 23 February 2026 in

relation to Genesis and the offer titled “Charging Up to

Accelerate Growth”.

Reason for placement rather than a

pro-rata rights issue or an offer

under a Share Purchase Plan in

which the Issuer’s existing Equity

Security holders would have been

eligible to participate

Genesis has chosen to undertake a placement in

conjunction with a pro rata renounceable rights offer

(including a shortfall bookbuild) to raise capital. The

board has determined that this capital raising structure is

in the best interests of Genesis, after considering

alternative capital raising structures and weighing the

benefits of this capital raising structure against the

expected impact on non-participating shareholders.

In particular, the board elected to pursue a combination of

a placement and rights offer as:

• Execution certainty: alongside the Crown

Participation (as defined in Section 4 below), the Offer

is underwritten, providing certainty as to receipt of the

Offer proceeds;

• Fairness to shareholders: the pro rata nature of the

rights offer provides the opportunity for all eligible

shareholders to take up at least their pro rata portion

of the rights offer. Eligible shareholders who take up

their rights in full will have the opportunity to mitigate

any dilution to their shareholding as a result of the

placement by applying for additional new shares under

the shortfall bookbuild. Additionally, the shortfall

bookbuild represents a generally accepted and fair

method of renunciation to ensure non-participating

and ineligible shareholders have the opportunity to

receive value for their rights;

• Pricing: a placement and pro rata renounceable

rights offer structure allows Genesis to price the Offer

at a smaller discount than would be the case without a

placement. This minimises the dilutionary impact on

non-participating shareholders; and

• Allocation flexibility: allocation flexibility in the

placement will support development of Genesis’ share

register; and

• Simplicity: placements and rights offers are well

understood by market participants.

Equity Securities to be issued

subject to voluntary escrow

N

Number and class of Equity

Securities to be issued that will be

subject to voluntary escrow and the

N/A


4 of 4

date from which they will cease to

be escrowed

Section 4: Lead Manager and Underwriter (mandatory)

Lead Manager(s) appointed Y

Name of Lead Manager(s) Jarden Securities Limited

Fees, commission or other

consideration payable to Lead

Manager(s) for acting as lead

manager(s)

Genesis agrees to pay an aggregated lead management

fee of 0.70% of the total gross proceeds raised under the

placement and rights offer to Jarden Securities Limited.

Underwritten Y

Name of Underwriter(s) Jarden Partners Limited

Extent of underwriting (i.e. amount

or proportion of the offer that is

underwritten)

The Sovereign in right of New Zealand (the Crown) has

committed to subscribe for the number of new shares so

that the Crown has a 51.00% shareholding following

completion of the Offer (the Crown Participation).

The Offer (other than the Crown Participation) is

underwritten by Jarden Partners Limited.

Fees, commission or other

consideration payable to

Underwriter(s) for acting as

underwriter(s)

Genesis agrees to pay an aggregated underwriting fee of

1.50% of the total gross proceeds raised under the Offer

(excluding the Crown Participation).

Genesis agrees to pay the Crown a fee of 0.5% of the

total gross proceeds raised from the Crown under the

Offer through the Crown Participation and agrees to pay

certain of the external costs, expenses, fees and

disbursements incurred by the Crown in connection with

the Offer.

Summary of significant events that

could lead to the underwriting

being terminated

A summary of the significant events that could lead to the

underwriting agreement being terminated is set out under

the heading “Underwriting Agreement” in Part 3 of the

Offer Document.

Section 5: Authority for this announcement (mandatory)

Name of person authorised to make this

announcement

Matthew Osborne

Contact person for this announcement Matthew Osborne

Contact phone number +64 21 204 8188

Contact email address Matthew.Osborne@genesisenergy.co.nz

Date of release through MAP 23 February 2026

---

This appendix is available as an online form
Only use this form if the online version is not available Rule 3.10.3


+ See chapter 19 for defined terms

5 February 2024 Page 1

Appendix 3B

Proposed issue of securities

Information and documents given to ASX become ASX’s property and may be made public.

If you are an entity incorporated outside Australia and you are proposing to issue a new class of

securities that will not have CDIs issued over them, you will need to obtain and provide an

International Securities Identification Number (ISIN) for that class. For offers where the securities

proposed to be issued are in an existing class of security, and the event timetable includes rights (or

entitlement for non-renounceable issues), and deferred settlement trading or a representation of such,

ASX requires the issuer to advise ASX of the ISIN code for the rights (or entitlement), and deferred

settlement trading. This code will be different to the existing class. If the securities do not rank equally

with the existing class, the same ISIN code will be used for that security to continue to be quoted while

it does not rank.

Further information on the requirement for the notification of an ISIN is available from the Create

Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in

specific notes for certain questions. The balance of the information, where applicable, must be

provided as soon as reasonably practicable by the entity.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 2

Part 1 – Entity and announcement details

Question

no

Question Answer

1.1 *Name of entity

We (the entity here named)

give ASX the following

information about a proposed

issue of

+

securities and, if ASX

agrees to

+

quote any of the

+

securities (including any

rights) on a

+

deferred

settlement basis, we agree to

the matters set out in

Appendix 3B of the ASX

Listing Rules.

If the +securities are being

offered under a +disclosure

document or +PDS and are

intended to be quoted on ASX,

we also apply for quotation of

all of the +securities that may

be issued under the

+disclosure document or

+PDS on the terms set out in

Appendix 2A of the ASX

Listing Rules (on the

understanding that once the

final number of +securities

issued under the +disclosure

document or +PDS is known,

in accordance with Listing

Rule 3.10.3C, we will complete

and lodge with ASX an

Appendix 2A online form

notifying ASX of their issue

and applying for their

quotation).

GENESIS ENERGY LIMITED

1.2 *Registration type and number

Please supply your ABN, ARSN,

ARBN, ACN or another registration

type and number (if you supply

another registration type, please

specify both the type of registration

and the registration number).

ABN 66 032 644 255

1.3 *ASX issuer code GNE

1.4 *This announcement is

Tick whichever is applicable.

☒ A new announcement

☐ An update/amendment to a previous announcement

☐ A cancellation of a previous announcement

1.4a *Reason for update

Answer this question if your response

to Q 1.4 is “An update/amendment to

previous announcement”. A reason

must be provided for an update.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 3

1.4b *Date of previous

announcement(s) to this

update

Answer this question if your response

to Q 1.4 is “An update/amendment to

previous announcement”.


1.4c *Reason for cancellation

Answer this question if your response

to Q 1.4 is “A cancellation of previous

announcement”.


1.4d

*Date of previous

announcement(s) to this

cancellation

Answer this question if your response

to Q 1.4 is “A cancellation of previous

announcement”.


1.5 *Date of this announcement 23 February 2026

1.6 *The proposed issue is:

Note: You can select more than one

type of issue (e.g. an offer of

securities under a securities purchase

plan and a placement, however ASX

may restrict certain events from being

announced concurrently). Please

contact your ASX listings compliance

adviser if you are unsure.


☐ A +bonus issue (complete Parts 2 and 8)

☒ A standard +pro rata issue (non-renounceable or

renounceable) (complete Q1.6a and Parts 3 and 8)

☐ An accelerated offer (complete Q1.6b and Parts 3 and 8)

☐ An offer of +securities under a +securities purchase

plan (complete Parts 4 and 8)

☐ A non-+pro rata offer of +securities under a

+disclosure document or +PDS (complete Parts 5 and 8)

☐ A non-+pro rata offer to wholesale investors under an

information memorandum (complete Parts 6 and 8)

☒ A placement or other type of issue (complete Parts 7 and

8)

1.6a *The proposed standard +pro

rata issue is:

Answer this question if your response

to Q1.6 is “A standard pro rata issue

(non-renounceable or renounceable).”

Select one item from the list

An issuer whose securities are

currently suspended from trading

cannot proceed with an entitlement

offer that allows rights trading. If your

securities are currently suspended,

please consult your ASX listings

compliance adviser before proceeding

further.

☐ Non-renounceable

☒ Renounceable

1.6b *The proposed accelerated

offer is:

Answer this question if your response

to Q1.6 is “An accelerated offer”

Select one item from the list

An issuer whose securities are

currently suspended from trading

cannot proceed with an entitlement

offer that allows rights trading. If your

securities are currently suspended,

please consult your ASX listings

compliance adviser before proceeding

further.

☐ Accelerated non-renounceable entitlement offer

(commonly known as a JUMBO or ANREO)

☐ Accelerated renounceable entitlement offer

(commonly known as an AREO)

☐ Simultaneous accelerated renounceable entitlement

offer (commonly known as a SAREO)

☐ Accelerated renounceable entitlement offer with dual

book-build structure (commonly known as a

RAPIDS)

☐ Accelerated renounceable entitlement offer with retail

rights trading (commonly known as a PAITREO)

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 4

Part 2 – Details of proposed +bonus issue

If your response to Q1.6 is “A bonus issue”, please complete Parts 2A – 2D and the details of the securities proposed to be

issued in Part 8. Refer to section 1 of Appendix 7A of the Listing Rules for the timetable for bonus issues.

Part 2A – Proposed +bonus issue – conditions

Question

No.

Question Answer

2A.1 *Do any external approvals need to be

obtained or other conditions satisfied before

the +bonus issue can proceed on an

unconditional basis?

For example, this could include:

• +Security holder approval

• Court approval

• Lodgement of court order with +ASIC

• ACCC approval

• FIRB approval

Disregard any approvals that have already been

obtained or conditions that have already been satisfied.


If any of the above approvals apply to the bonus issue,

they must be obtained before business day 0 of the

timetable. The relevant approvals must be received

before ASX can establish an ex market in the

securities.

Yes or No

2A.1a Conditions

Answer these questions if your response to Q2A.1 is “Yes”.


*Approval/ condition

Type

Select the applicable

approval/condition

from the list (ignore

those that are not

applicable). More than

one approval/condition

can be selected.


*Date for

determination

*Is the date

estimated or

actual?

The ‘date for

determination’ is

the date that

you expect to

know if the

approval is

given or

condition is

satisfied (for

example, the

date of the

security holder

meeting in the

case of security

holder approval

or the date of

the court

hearing in the

case of court

approval).

*Approval received/

condition met?

Please respond “Yes” or

“No”. Only answer this

question when you know

the outcome of the

approval. Note that you

will need to lodge an

updated Appendix 3B

showing that all required

approvals have been

obtained and conditions

have been met prior to

business day 0 in the

timetable for the bonus

issue in Appendix 7A of

the listing rules.


Comments

+Security holder

approval


Court approval



Lodgement of court

order with +ASIC



ACCC approval



FIRB approval


This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 5

Other (please specify

in comment section)



Part 2B – Proposed +bonus issue - issue details

Question

No.

Question Answer

2B.1 *+Class or classes of +securities that will

participate in the proposed +bonus issue

(please enter both the ASX security code &

description)

If more than one class of security will participate in the

proposed bonus issue, make sure you clearly identify

any different treatment between the classes.


2B.2

*+Class of +securities that will be issued in

the proposed +bonus issue (please enter

both the ASX security code & description)


2B.3 *Issue ratio

Enter the quantity of additional securities to be issued

for a given quantity of securities held (for example, 1

for 2 means 1 new security issued for every 2 existing

securities held).

Please only enter whole numbers (for example, a

bonus issue of 1 new security for every 2.5 existing

securities held should be expressed as “2 for 5”).

for

2B.4 *What will be done with fractional

entitlements?

Select one item from the list.

☐ Fractions rounded up to the next whole

number

☐ Fractions rounded down to the nearest

whole number or fractions disregarded

☐ Fractions sold and proceeds distributed

☐ Fractions of 0.5 or more rounded up

☐ Fractions over 0.5 rounded up

☐ Not applicable

2B.5 *Maximum number of +securities proposed

to be issued (subject to rounding)


Part 2C – Proposed +bonus issue – timetable

Question

No.

Question Answer

2C.1 *+Record date

Record date to identify security holders entitled to

participate in the bonus issue. Per Appendix 7A section

1 the record date must be at least 4 business days

from the announcement date (day 0).


2C.3 *Ex date

Per Appendix 7A section 1 the ex date is one business

day before the record date. This is also the date that

the bonus securities will commence quotation on a

deferred settlement basis.


2C.4 *Record date

Same as Q2C.1 above

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 6

2C.5 *+Issue date

Per Appendix 7A section 1 the issue date should be at

least one business day and no more than 5 business

days after the record date (the last day for the entity to

issue the bonus securities and lodge an Appendix 2A

with ASX to apply for quotation of the bonus

securities). Deferred settlement trading will end at

market close on this day.


2C.6 *Date trading starts on a normal T+2 basis

Per Appendix 7A section 1 this is one business day

after the issue date.


2C.7 *First settlement date of trades conducted

on a +deferred settlement basis and on a

normal T+2 basis

Per Appendix 7A section 1 this is two business days

after trading starts on a normal T+2 basis (3 business

days after the issue date).


Part 2D – Proposed +bonus issue – further information

Question

No.

Question Answer

2D.1 *Will holdings on different registers or sub

registers be aggregated for the purposes of

determining entitlements to the +bonus

issue?

Yes or No

2D.1a

Please explain how holdings on different

registers or subregisters will be aggregated

for the purposes of determining entitlements

Answer this question if your response to Q2D.1 is

“Yes”.


2D.2

*Countries in which the entity has +security

holders who will not be eligible to participate

in the proposed +bonus issue

Note: The entity must send each holder to whom it will

not offer the securities details of the issue and advice

that the entity will not offer securities to them (listing

rule 7.7.1(b)).


2D.3 *Will the entity be changing its

dividend/distribution policy as a result of the

proposed +bonus issue

Yes or No

2D.3a Please explain how the entity will change its

dividend/distribution policy if the proposed

+bonus issue proceeds

Answer this question if your response to Q2D.3 is

“Yes”.


2D.4 *Details of any material fees or costs to be

incurred by the entity in connection with the

proposed +bonus issue


2D.5 Any other information the entity wishes to

provide about the proposed +bonus issue

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 7

Part 3 – Details of proposed entitlement offer

If your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)” or “An accelerated offer”, please

complete parts 3A, 3F and 3G and the details of the securities proposed to be issued in Part 8. Please also complete Parts 3B

and 3C if your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)” and Parts 3D and 3E if your

response to Q1.6 is “An accelerated offer”. Refer to sections 2,3,4,5 and 6 of Appendix 7A of the Listing Rules for the respective

timetables for entitlement offers, including non-renounceable, renounceable and accelerated offers.

Part 3A – Proposed entitlement offer – conditions

Question

No.

Question Answer

3A.1 *Do any external approvals need to be

obtained or other conditions satisfied before

the entitlement offer can proceed on an

unconditional basis?

For example, this could include:

• +Security holder approval

• Court approval

• Lodgement of court order with +ASIC

• ACCC approval

• FIRB approval

Disregard any approvals that have already been

obtained or conditions that have already been satisfied.

If any of the above approvals apply to the entitlement

offer, they must be obtained before business day 0 of

the timetable. The relevant approvals must be received

before ASX can establish an ex market in the

securities.

No

3A.1a Conditions

Answer these questions if your response to Q3A.1 is “Yes”.

*Approval/ condition

Type

Select the applicable

approval/condition

from the list (ignore

those that are not

applicable). More than

one approval/condition

can be selected.

*Date for

determination

The ‘date for

determination’ is the

date that you expect to

know if the approval is

given or condition is

satisfied (for example,

the date of the security

holder meeting in the

case of security holder

approval or the date of

the court hearing in the

case of court approval).

*Is the date

estimated or

actual?

**Approval received/

condition met?

Please respond “Yes” or

“No”. Only answer this

question when you know

the outcome of the

approval. Note that you

will need to lodge an

updated Appendix 3B

showing that all required

approvals have been

obtained and conditions

have been met prior to

business day 0 in the

timetable for the

entitlement offer in

Appendix 7A of the

listing rules.

Comments

+Security holder

approval


Court approval



Lodgement of court

order with +ASIC



ACCC approval



FIRB approval



Other (please specify

in comment section)


This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 8

Part 3B – Proposed standard pro rata issue entitlement offer - offer details

If your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)”, please complete the relevant

questions in this part.

Question

No.

Question Answer

3B.1 *+Class or classes of +securities that will

participate in the proposed entitlement offer

(please enter both the ASX security code &

description)

If more than one class of security will participate in the

proposed entitlement offer, make sure you clearly

identify any different treatment between the classes.

GNE: Ordinary fully paid foreign exempt

NZX.

3B.2 *+Class of +securities that will be issued in

the proposed entitlement offer (please enter

both the ASX security code & description)

GNE: Ordinary fully paid foreign exempt

NZX.

3B.3 *Offer ratio

Enter the quantity of additional securities to be offered

for a given quantity of securities held (for example, 1

for 2 means 1 new security will be offered for every 2

existing securities held).

Please only enter whole numbers (for example, an

entitlement offer of 1 new security for every 2.5 existing

securities held should be expressed as “2 for 5”).

Listing rule 7.11.3 requires that non-renounceable

offers must not exceed a ratio of 1:1. Please ensure

that you comply with listing rule 7.11.3 or have a waiver

from that rule.

1 for 7.9

3B.4 *What will be done with fractional

entitlements?

Select one item from the list.

☐ Fractions rounded up to the next whole

number

☒ Fractions rounded down to the nearest

whole number or fractions disregarded

☐ Fractions sold and proceeds distributed

☐ Fractions of 0.5 or more rounded up

☐ Fractions over 0.5 rounded up

☐ Not applicable

3B.5 *Maximum number of +securities proposed

to be issued (subject to rounding)

Approximately 146.3 million ordinary shares

(subject to rounding). The total number of

ordinary shares to be issued will be

determined by the results of the rights offer

and shortfall bookbuild. (Rights Offer)

3B.6 *Will individual +security holders be

permitted to apply for more than their

entitlement (i.e. to over-subscribe)?

Yes

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 9

3B.6a *Describe the limits on over-subscription

Answer this question if your response to Q3B.6 is

“Yes”.

Eligible shareholders who have taken up all

of their rights in full, and institutional

investors, may apply for new shares under

the shortfall bookbuild component of the

rights offer.

The price at which new shares will be issued

under the shortfall bookbuild is the

bookbuild price. The bookbuild price will be

equal to or above the Rights Offer price and

not more than the closing price on the last

trading day prior to the day of the shortfall

bookbuild.

Allocations and any necessary scaling of

applications for new shares under the

shortfall bookbuild will be determined by

GNE in consultation with Jarden Securities

Limited (in its capacity as lead manager).

3B.7 *Will a scale back be applied if the offer is

over-subscribed?

Yes

3B.7a *Describe the scale back arrangements

Answer this question if your response to Q3B.7 is

“Yes”.

GNE reserves the right to scale applications

by eligible shareholders or institutional

investors for new shares under the shortfall

bookbuild component of the Rights Offer.

Scaling of applications under the shortfall

bookbuild will be done to prioritise

allocations to eligible shareholders that

apply for additional new shares over

allocations to other applicants in the shortfall

bookbuild. Otherwise, scaling of allocations

under the shortfall bookbuild will be done on

a consistent basis by reference to the

quantum of additional shares applied for

(although GNE and Jarden Securities

Limited retain discretion to scale individual

applications for additional new shares on a

differential basis).

3B.8 *In what currency will the offer be made?

For example, if the consideration for the issue is

payable in Australian Dollars, state AUD.

NZD/AUD

3B.9 *Has the offer price been determined? Yes

3B.9a *What is the offer price per +security for the

retail offer?

Answer this question if your response to Q3B.9 is

“Yes”.

The offer price must be input as an amount per security

in the issue currency you have selected above using

the base unit of that currency (i.e. in Australian dollars,

rather than Australian cents, if the issue currency is

AUD).

Note that if you are proposing to have an offer price

with a fraction of a cent, the offer price must comply

with the minimum price step requirement in listing rule

7.11.2. Information about minimum price steps is

available here.

An offer price cannot be less than 0.1 Australian cents

(i.e. AUD0.001), which is the lowest price at which

securities can trade on ASX, unless the security is a

free attaching security and the offer price is nil (in

which case the offer price should be entered as ‘0.00’).

The offer price is NZ$2.05 (or the A$ price)

per share.


The A$ price will be the AUD equivalent of

NZ$2.05 determined using the A$:NZ$

exchange rate published by the Reserve

Bank of New Zealand on its website at

3:00pm (NZDT) on Monday, 2 March 2026.

The A$ price is expected to be announced

by GNE on Tuesday, 3 March 2026.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 10

3B.9b *How and when will the offer price be

determined?

Answer this question if your response to Q3B.9 is “No”.


Part 3C – Proposed standard pro rata issue – timetable

If your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)”, please complete the relevant

questions in this part.

Question

No.

Question Answer

3C.1 *+Record date

Record date to identify security holders entitled to

participate in the issue. Per Appendix 7A sections 2

and 3 the record date must be at least 3 business days

from the announcement date (day 0)

7:00pm (NZDT) / 5:00pm (AEDT) on

2 March 2026

3C.2 *Ex date

Per Appendix 7A sections 2 and 3 the Ex Date is one

business day before the record date. For renounceable

issues, this is also the date that rights will commence

quotation on a deferred settlement basis.

27 February 2026

3C.3 *Date rights trading commences

For renounceable issues only - this is the date that

rights will commence quotation initially on a deferred

settlement basis

N/A – rights will not be quoted on NZX or

ASX

3C.4 *Record date

Same as Q3C.1 above

7:00pm (NZDT) / 5:00pm (AEDT) on

2 March 2026

3C.5 *Date on which offer documents will be sent

to +security holders entitled to participate in

the +pro rata issue

The offer documents can be sent to security holders as

early as business day 4 but must be sent no later than

business day 6. Business day 6 is the last day for the

offer to open.

For renounceable issues, deferred settlement trading in

rights ends at the close of trading on this day. Trading

in rights on a normal (T+2) settlement basis will start

from market open on the next business day (i.e.

business day 7) provided that the entity tells ASX by

noon Sydney time that the offer documents have been

sent or will have been sent by the end of the day.

4 March 2026

3C.6 *Offer closing date

Offers close at 5pm on this day. The date must be at

least 7 business days after the entity announces that

the offer documents have been sent to holders.

5:00pm (NZDT) / 3:00pm (AEDT) on 17

March 2026.

3C.7 *Last day to extend the offer closing date

At least 3 business days’ notice must be given to

extend the offer closing date. Notification must be

made before noon (Sydney time) on this day.

12 March 2026

3C.8 *Date rights trading ends

For renounceable issues only - rights trading ends at

the close of trading 5 business days before the

applications closing date.

N/A – rights will not be quoted on NZX or

ASX

3C.9 *Trading in new +securities commences on

a deferred settlement basis

Non-renounceable issues - the business day after the

offer closing date

Renounceable issues – the business day after the date

rights trading ends

18 March 2026

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 11

3C.10 [deleted]

3C.11 *+Issue date and last day for entity to

announce results of +pro rata issue

Per Appendix 7A section 2 and section 3, the issue

date should be no more than 5 business days after the

offer closes date (the last day for the entity to issue the

securities taken up in the pro rata issue and lodge an

Appendix 2A with ASX to apply for quotation of the

securities). Deferred settlement trading will end at

market close on this day.

24 March 2026

3C.12 *Date trading starts on a normal T+2 basis

Per Appendix 7A section 2 and 3 this is one business

day after the issue date.

25 March 2026

3C.13 *First settlement date of trades conducted

on a +deferred settlement basis and on a

normal T+2 basis

Per Appendix 7A section 2 and 3 1 this is two business

days after trading starts on a normal T+2 basis (3

business days after the issue date).

27 March 2026

Part 3D – Proposed accelerated offer – offer details

Question

No.

Question Answer

3D.1 *+Class or classes of +securities that will

participate in the proposed entitlement offer

(please enter both the ASX security code &

description)

If more than one class of security will participate in the

proposed entitlement offer, make sure you clearly

identify any different treatment between the classes.


3D.2 *+Class of +securities that will issued in the

proposed entitlement offer (please enter

both the ASX security code & description)


3D.3 *Has the offer ratio been determined? Yes or No

3D.3a *Offer ratio

Answer this question if your response to Q3D.3 is

“Yes” or “No”. If your response to Q3D.3 is “No” please

provide an indicative ratio and state as indicative.

Enter the quantity of additional securities to be offered

for a given quantity of securities held (for example, 1

for 2 means 1 new security will be offered for every 2

existing securities held).

Please only enter whole numbers (for example, an

entitlement offer of 1 new security for every 2.5 existing

securities held should be expressed as “2 for 5”).

Listing rule 7.11.3 requires that non-renounceable

offers must not exceed a ratio of 1:1. Please ensure

that you comply with listing rule 7.11.3 or have a waiver

from that rule.

for

3D.3b *How and when will the offer ratio be

determined?

Answer this question if your response to Q3D.3 is “No”.

Note that once the offer ratio is determined, this must

be provided via an update announcement.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 12

3D.4 *What will be done with fractional

entitlements?

Select one item from the list.

☐ Fractions rounded up to the next whole

number

☐ Fractions rounded down to the nearest

whole number or fractions disregarded

☐ Fractions sold and proceeds distributed

☐ Fractions of 0.5 or more rounded up

☐ Fractions over 0.5 rounded up

☐ Not applicable

3D.5 *Maximum number of +securities proposed

to be issued (subject to rounding)


3D.6

*Will individual +security holders be

permitted to apply for more than their

entitlement (i.e. to over-subscribe)?

Yes or No

3D.6a *Describe the limits on over-subscription

Answer this question if your response to Q3D.6 is

“Yes”.


3D.7

*Will a scale back be applied if the offer is

over-subscribed?

Yes or No

3D.7a *Describe the scale back arrangements

Answer this question if your response to Q3D.7 is

“Yes”.


3D.8 *In what currency will the offer be made?

For example, if the consideration for the issue is

payable in Australian Dollars, state AUD.


3D.9 *Has the offer price for the institutional offer

been determined?

Yes or No

3D.9a *What is the offer price per +security for the

institutional offer?

Answer this question if your response to Q3D.9 is

“Yes”. An indicative offer price must be provided if your

response to Q3D.9 is “No”. A final offer price must be

provided no later than 9am on the day the trading halt

is lifted.

The offer price must be input as an amount per security

in the issue currency you have selected above using

the base unit of that currency (i.e. in Australian dollars,

rather than Australian cents, if the issue currency is

AUD).

Note that if you are proposing to have an offer price

with a fraction of a cent, the offer price must comply

with the minimum price step requirement in listing rule

7.11.2. Information about minimum price steps is

available here.

An offer price cannot be less than 0.1 Australian cents

(i.e. AUD0.001), which is the lowest price at which

securities can trade on ASX, unless the security is a

free attaching security and the offer price is nil (in

which case the offer price should be entered as ‘0.00’).


3D.9b *How and when will the offer price for the

institutional offer be determined?

Answer this question if your response to Q3D.9 is “No”.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 13

3D.9c *Will the offer price for the institutional offer

be determined by way of a bookbuild?

Answer this question if your response to Q3D.9 is “No”.

If your response to this question is “Yes”, please note

the information that ASX expects to be announced

about the results of the bookbuild set out in

section 4.12 of Guidance Note 30 Notifying an Issue of

Securities and Applying for their Quotation.

Yes or No

3D.9d *Provide details of the parameters that will

apply to the bookbuild for the institutional

offer (e.g. the indicative price range for the

bookbuild)

Answer this question if your response to Q3D.9 is “No”

and your response to Q3D.9c is “Yes”.


3D.10

*Has the offer price for the retail offer been

determined?

Yes or No

3D.10a *What is the offer price per +security for the

retail offer?

Answer this question if your response to Q3D.10 is

“Yes”. An indicative offer price must be provided if your

response to Q3D.10 is “No”. A final offer price must be

provided no later than 9am on the day the trading halt

is lifted.


The offer price must be input as an amount per security

in the issue currency you have selected above using

the base unit of that currency (i.e. in Australian dollars,

rather than Australian cents, if the issue currency is

AUD).

Note that if you are proposing to have an offer price

with a fraction of a cent, the offer price must comply

with the minimum price step requirement in listing rule

7.11.2. Information about minimum price steps is

available here.

An offer price cannot be less than 0.1 Australian cents

(i.e. AUD0.001), which is the lowest price at which

securities can trade on ASX, unless the security is a

free attaching security and the offer price is nil (in

which case the offer price should be entered as ‘0.00’).


3D.10b *How and when will the offer price for the

retail offer be determined?

Answer this question if your response to Q3D.10 is

“No”.


Part 3E – Proposed accelerated offer – timetable

If your response to Q1.6 is “An accelerated offer”, please complete the relevant questions in this Part.

Question

No.

Question Answer

3E.1a *First day of trading halt

The entity is required to announce the accelerated offer

and give a completed Appendix 3B to ASX. If the

accelerated offer is conditional on security holder

approval or any other requirement, that condition must

have been satisfied and the entity must have

announced that fact to ASX. An entity should also

consider the rights of convertible security holders to

participate in the issue and what, if any, notice needs

to be given to them in relation to the issue


3E.1b *Announcement date of accelerated offer

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 14

3E.2 *Trading resumes on an ex-entitlement

basis (ex date)

For JUMBO, ANREO, AREO, SAREO, RAPIDs offers


3E.3 *Trading resumes on ex-rights basis

For PAITREO offers only


3E.4 *Rights trading commences

For PAITREO offers only


3E.5 *Date offer will be made to eligible

institutional +security holders


3E.6

*Application closing date for institutional

+security holders


3E.7 Institutional offer shortfall book build date

For AREO, SAREO, RAPIDs, PAITREO offers


3E.8 *Announcement of results of institutional

offer

The announcement should be made before the

resumption of trading following the trading halt.


3E.9 *+Record date

Record date to identify security holders entitled to

participate in the offer. Per Appendix 7A sections 4, 5

and 6 the record date must be at least 2 business days

from the announcement date (day 0).


3E.10 Settlement date of new +securities issued

under institutional entitlement offer

If DvP settlement applies, provided the Appendix 2A is

given to ASX before noon (Sydney time) this day,

normal trading in the securities will apply on the next

business day, and if DvP settlement does not apply on

the business day after that.


3E.11 *+Issue date for institutional +security

holders


3E.12 *Normal trading of new +securities issued

under institutional entitlement offer


3E.13

*Date on which offer documents will be sent

to retail +security holders entitled to

participate in the +pro rata issue

The offer documents can be sent to security holders as

early as business day 4 but must be sent no later than

business day 6. Business day 6 is the last day for the

offer to open. For renounceable offers, deferred

settlement trading in rights ends at the close of trading

on this day. Trading in rights on a normal (T+2)

settlement basis will start from market open on the next

business day (i.e. business day 7) provided that the

entity tells ASX by noon Sydney time that the offer

documents have been sent or will have been sent by

the end of the day.


3E.14 *Offer closing date for retail +security

holders

Offers close at 5pm on this day. The date must be at

least 7 business days after the entity announces that

the offer documents have been sent to holders.


3E.15 *Last day to extend the retail offer closing

date

At least 3 business days’ notice must be given to

extend the offer closing date. Notification must be

made before noon (Sydney time) on this day.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 15

3E.16 *Rights trading end date

For PAITREO offers only


3E.17

*Trading in new +securities commences on

a deferred settlement basis

For PAITREO offers only

The business day after rights trading end date


3E.18 [deleted]

3E.19 Last day to announce results of retail offer,

bookbuild for any shortfall (if applicable)

Note this is the last day to announce results of retail

offer for all offers except JUMBO and ANREO offers.


3E.20 Entity announces results of bookbuild

(including any information about the

bookbuild expected to be disclosed under

section 4.12 of Guidance Note 30)

For all offers except JUMBO, ANREO


3E.21 *+Issue date for retail +security holders and

last day for entity to announce results of

retail offer

Per Appendix 7A section 4, the issue date should be

no more than 5 business days after the offer closes

date. Per Appendix 7A sections 5 and 6, the issue date

should be no more than 8 business days after the offer

closes date. This is the last day for the entity to issue

the securities taken up in the pro rata issue and lodge

an Appendix 2A with ASX to apply for quotation of the

securities. Deferred settlement trading (if applicable)

will end at market close on this day.

Note, this is the last day for entity to announce results

of retail offer for JUMBO and ANREO offers only.


3E.22 *Date trading starts on a normal T+2 basis

For PAITREO offers only

This is one business day after the issue date.


3E.23 *First settlement date of trades conducted

on a +deferred settlement basis and on a

normal T+2 basis

For PAITREO offers only

This is two business days after trading starts on a

normal T+2 basis (3 business days after the issue

date).


Part 3F – Proposed entitlement offer – fees and expenses

Question

No.

Question Answer

3F.1

*Will there be a lead manager or broker to

the proposed offer?

Yes

3F.1a *Who is the lead manager/broker?

Answer this question if your response to Q3F.1 is

“Yes”.

Jarden Securities Limited (Lead Manager)

3F.1b

*What fee, commission or other

consideration is payable to them for acting

as lead manager/broker?

Answer this question if your response to Q3F.1 is

“Yes”.

The Lead Manager will receive a lead

manager fee for arranging the Rights Offer

equal to 0.7% of the gross proceeds to be

raised under the Rights Offer.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 16

3F.2 *Is the proposed offer to be underwritten? Yes

3F.2a *Who are the underwriter(s)?

Answer this question if your response to Q3F.2 is

“Yes”.

Note for issuers that are an ASX Listing (i.e. not an

ASX Debt Listing or ASX Foreign Exempt Listing): If

you are seeking to rely on listing rule 7.2 exception 2 to

issue the securities without security holder approval

under listing rule 7.1 and without using your placement

capacity under listing rules 7.1 or 7.1A, you must

include the details asked for in this and the next 3

questions.

Jarden Partners Limited (Underwriter)


3F.2b *What is the extent of the underwriting (i.e.

the amount or proportion of the offer that is

underwritten)?

Answer this question if your response to Q3F.2 is

“Yes”.

The Sovereign in right of New Zealand (the

Crown) has committed to subscribe for the

number of new shares so that the Crown

has a 51.00% shareholding following

completion of the Offer (the Crown

Participation).

The Offer (other than the Crown

Participation) is underwritten by Jarden

Partners Limited.

3F.2c

*What fees, commissions or other

consideration are payable to them for acting

as underwriter(s)?

Answer this question if your response to Q3F.2 is

“Yes”.

This includes any applicable discount the underwriter

receives to the issue price payable by participants in

the issue.

GNE agrees to pay an aggregated

underwriting fee of 1.50% of the total gross

proceeds raised under the Offer (excluding

the Crown Participation).

GNE agrees to pay the Crown a fee of 0.5%

of the total gross proceeds raised from the

Crown under the Offer through the Crown

Participation and agrees to pay certain of

the external costs, expenses, fees and

disbursements incurred by the Crown in

connection with the Offer.

3F.2d *Provide a summary of the significant

events that could lead to the underwriting

being terminated

Answer this question if your response to Q3F.2 is

“Yes”.

You may cross-refer to a disclosure document, PDS,

information memorandum, investor presentation or

other announcement with this information provided it

has been released on the ASX Market Announcements

Platform.

A summary of the significant events that

could lead to the underwriting agreement

being terminated is set out under the

heading “Underwriting Agreement” in Part 3

of the offer document for the rights offer

dated 23 February 2026.

3F.2e *Is a party referred to in listing rule 10.11

underwriting or sub-underwriting the

proposed offer?

Answer this question if the issuer is an ASX Listing (i.e.

not an ASX Debt Listing or ASX Foreign Exempt

Listing) and your response to Q3F.2 is “Yes”.

No

3F.2e(i) *What is the name of that party?

Answer this question if the issuer is an ASX Listing and

your response to Q3F.2e is “Yes”.

Note: If you are seeking to rely on listing rule 10.12

exception 2 to issue the securities to the underwriter or

sub-underwriter without security holder approval under

listing rule 10.11, you must include the details asked

for in this and the next 2 questions. If there is more

than one party referred to in listing rule 10.11 acting as

underwriter or sub-underwriter include all of their

details in this and the next 2 questions.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 17

3F.2e(ii) *What is the extent of their underwriting or

sub-underwriting (i.e. the amount or

proportion of the issue they have

underwritten or sub-underwritten)?

Answer this question if the issuer is an ASX Listing and

your response to Q3F.2e is “Yes”.


3F.2e(iii) *What fee, commission or other

consideration is payable to them for acting

as underwriter or sub-underwriter?

Answer this question if the issuer is an ASX Listing and

your response to Q3F.2e is “Yes”.

Note: This includes any applicable discount the

underwriter or sub-underwriter receives to the issue

price payable by participants in the issue.


3F.3 *Will brokers who lodge acceptances or

renunciations on behalf of eligible +security

holders be paid a handling fee or

commission?

No

3F.3a *Will the handling fee or commission be

dollar based or percentage based?

Answer this question if your response to Q3F.3 is

“Yes”.

Dollar based ($) or percentage based (%)

3F.3b *Amount of handling fee or commission

payable to brokers who lodge acceptances

or renunciations on behalf of eligible

+security holders

Answer this question if your response to Q3F.3 is “Yes”

and your response to Q3F.3a is “dollar based”.

$

3F.3c *Percentage handling fee or commission

payable to brokers who lodge acceptances

or renunciations on behalf of eligible

+security holders

Answer this question if your response to Q3F.3 is “Yes”

and your response to Q3F.3a is “percentage based”.

%

3F.3d Please provide any other relevant

information about the handling fee or

commission method

Answer this question if your response to Q3F.3 is

“Yes”.


3F.4 Details of any other material fees or costs to

be incurred by the entity in connection with

the proposed offer

GNE agrees to pay the Crown a fee of 0.5%

of the total gross proceeds raised from the

Crown under the Offer through the Crown

Participation and agrees to pay certain

external costs, expenses, fees and

disbursements incurred by the Crown in

connection with the Offer.

Share registry fees, settlement fees,

external adviser fees and NZX/ASX

administrative fees.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 18

Part 3G – Proposed entitlement offer – further information

Question

No.

Question Answer

3G.1 *The purpose(s) for which the entity intends

to use the cash raised by the proposed

issue

You may select one or more of the items in the list.

☐ For additional working capital

☐ To fund the retirement of debt

☐ To pay for the acquisition of an asset

[provide details below]

☐ To pay for services rendered [provide

details below]

☒ Other [provide details below]

Additional details:

Please refer to the Investor Presentation

announced to ASX/NZX on 23 February

2026.


3G.2 *Will holdings on different registers or

subregisters be aggregated for the

purposes of determining entitlements to the

issue?

No

3G.2a *Please explain how holdings on different

registers or subregisters will be aggregated

for the purposes of determining

entitlements.

Answer this question if your response to Q3G.2 is

“Yes”.


3G.3 *Will the entity be changing its

dividend/distribution policy if the proposed

issue is successful?

No

3G.3a *Please explain how the entity will change

its dividend/distribution policy if the

proposed issue is successful

Answer this question if your response to Q3G.3 is

“Yes”.


3G.4

*Countries in which the entity has +security

holders who will not be eligible to participate

in the proposed issue

For non-renounceable issues (including

accelerated): The entity must send each holder to

whom it will not offer the securities details of the issue

and advice that the entity will not offer securities to

them (listing rule 7.7.1(b)).

For renounceable issues (including accelerated):

The entity must send each holder to whom it will not

offer the securities details of the issue and advice that

the entity will not offer securities to them. It must also

appoint a nominee to arrange for the sale of the

entitlements that would have been given to those

holders and to account to them for the net proceeds of

the sale and advise each holder not given the

entitlements that a nominee in Australia will arrange for

sale of the entitlements and, if they are sold, for the net

proceeds to be sent to the holder (listing rule 7.7.1(b)

and (c)).

Any shareholder who is not as at 7:00pm

(NZDT) / 5:00pm (AEDT) on the Record

Date: (a) located in, or has a registered

address in, New Zealand or Australia; or (b)

an Institutional Investor (or a nominee of an

Institutional Investor) located in/with a

registered address in Hong Kong, Norway,

Singapore, Switzerland or the United

Kingdom.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 19

3G.5 *Will the offer be made to eligible

beneficiaries on whose behalf eligible

nominees or custodians hold existing

+securities

Yes

3G.5a *Please provide further details of the offer to

eligible beneficiaries

Answer this question if your response to Q3G.5 is

“Yes”.

If, for example, the entity intends to issue a notice to

eligible nominees and custodians please indicate here

where it may be found and/or when the entity expects

to announce this information. You may enter a URL.

Nominees and custodians with registered

addresses in eligible jurisdictions may be

able to participate in the Rights Offer in

respect of some or all of the beneficiaries on

whose behalf they hold Existing Shares,

provided that the applicable beneficiary

would satisfy the criteria for an Eligible

Shareholder.


Nominees and custodians who hold Existing

Shares as nominees or custodians will

receive an email from Computershare on

behalf of GNE.

3G.6 URL on the entity's website where investors

can download information about the

proposed issue

www.shareoffer.co.nz/genesis

3G.7 Any other information the entity wishes to

provide about the proposed issue


3G.8 *Will the offer of rights under the rights issue

be made under a +disclosure document or

product disclosure statement under Chapter

6D or Part 7.9 of the Corporations Act (as

applicable)?

No

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 20

Part 4 – Details of proposed offer under +securities purchase plan

If your response to Q1.6 is “An offer of securities under a securities purchase plan”, please complete Parts 4A – 4F and the

details of the securities proposed to be issued in Part 8. Refer to section 12 of Appendix 7A of the Listing Rules for the timetable

for securities purchase plans.

Part 4A – Proposed offer under +securities purchase plan – conditions

Question

No.

Question Answer

4A.1

*Do any external approvals need to be

obtained or other conditions satisfied before

the offer of +securities under the +securities

purchase plan can proceed on an

unconditional basis?


For example, this could include:

• +Security holder approval

• Court approval

• Lodgement of court order with +ASIC

• ACCC approval

• FIRB approval


Disregard any approvals that have already been

obtained or conditions that have already been satisfied.

Yes or No

4A.1a

Conditions

Answer these questions if your response to 4A.1 is “Yes”.

*Approval/ condition

Type

Select the applicable

approval/condition

from the list (ignore

those that are not

applicable). More than

one approval/condition

can be selected.


*Date for

determination

The ‘date for

determination’ is the

date that you expect to

know if the approval is

given or condition is

satisfied (for example,

the date of the security

holder meeting in the

case of security holder

approval or the date of

the court hearing in the

case of court approval).

*Is the date

estimated or

actual?

**Approval received/

condition met?

Please respond “Yes” or

“No”. Only answer this

question when you know

the outcome of the

approval.

Comments

+Security holder

approval


Court approval



Lodgement of court

order with +ASIC



ACCC approval



FIRB approval



Other (please specify

in comment section)



Part 4B – Proposed offer under +securities purchase plan – offer details

Question

No.

Question Answer

4B.1

*+Class or classes of +securities that will

participate in the proposed offer (please

enter both the ASX security code &

description)

If more than one class of security will participate in the

securities purchase plan, make sure you clearly identify

any different treatment between the classes.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 21

4B.2 *+Class of +securities to be offered to them

under the +securities purchase plan (please

enter both the ASX security code &

description)

Only existing classes of securities may be offered in a

securities purchase plan.

A +security purchase plan is defined in Chapter 19 of

the Listing Rules as a purchase plan, as defined in

ASIC Corporations (Share and Interest Purchase

Plans) Instrument 2019/54. The ASIC Corporations

(Share and Interest Purchase Plans) Instrument

2019/54 is relevant for shares or interest that are in a

class which is quoted on the financial market operated

by ASX. Unquoted securities and securities that are not

yet quoted on ASX do not fall within the definition of

+security purchase plan, this has consequences for

Listing Rules 7.2 exception 5 and 10.12 exception 4.

Please ensure that you have received appropriate legal

advice with regards to an offer that includes an offer of

attaching securities.


4B.2a If the offer includes attaching +securities –

please confirm whether the offer of the

attaching +securities is a separate offer to

the offer pursuant to the +security purchase

plan

Yes or No

4B.2b If the offer includes attaching +securities –

please confirm whether the attaching

+securities are being offered under a

+disclosure document or +PDS

Yes or No

4B.3 *Maximum total number of those +securities

that could be issued if all offers under the

+securities purchase plan are accepted


4B.4 *Will the offer be conditional on applications

for a minimum number of +securities being

received or a minimum amount being raised

(i.e. a minimum subscription condition)?

Yes or No

4B.4a *Describe the minimum subscription

condition

Answer this question if your response to Q4B.4 is

“Yes”.


4B.5 *Will the offer be conditional on applications

for a maximum number of +securities being

received or a maximum amount being

raised (i.e. a maximum subscription

condition)?

Yes or No

4B.5a *Describe the maximum subscription

condition

Answer this question if your response to Q4B.5 is

“Yes”.


4B.6 *Will individual +security holders be

required to accept the offer for a minimum

number or value of +securities (i.e. a

minimum acceptance condition)?

Yes or No

4B.6a *Describe the minimum acceptance

condition

Answer this question if your response to Q4B.6 is

“Yes”.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 22

4B.7 *Will individual +security holders be limited

to accepting the offer for a maximum

number or value of +securities (i.e. a

maximum acceptance condition)?

Yes or No

4B.7a *Describe the maximum acceptance

condition

Answer this question if your response to Q4B.7 is

“Yes”.


4B.8

*Describe all the applicable parcels

available for this offer in number of

securities or dollar value

For example, the offer may allow eligible holders to

subscribe for one of the following parcels: $2,500,

$7,500, $10,000, $15,000, $20,000, $30,000.


4B.9 *Will a scale back be applied if the offer is

over-subscribed?

Yes or No

4B.9a *Describe the scale back arrangements

Answer this question if your response to Q4B.9 is

“Yes”.


4B.10 *In what currency will the offer be made?

For example, if the consideration for the issue is

payable in Australian Dollars, state AUD.


4B.11 *Has the offer price been determined? Yes or No

4B.11a *What is the offer price per +security?

Answer this question if your response to Q4B.11 is

“Yes” using the currency specified in your answer to

Q4B.9.


4B.11b *How and when will the offer price be

determined?

Answer this question if your response to Q4B.11 is

“No”.


Part 4C – Proposed offer under +securities purchase plan – timetable

Question

No.

Question Answer

4C.1 *Date of announcement of +security

purchase plan

The announcement of the security purchase plan must

preferably be made prior to the commencement of

trading on the announcement date but ASX will accept

announcements after this time.


4C.2 *+Record date

This is the date to identify security holders who may

participate in the security purchase plan. Per Appendix

7A section 12 of the Listing Rules, this day is one

business day before the entity announces the security

purchase plan.

Note: the fact that an entity's securities may be in a

trading halt or otherwise suspended from trading on

this day does not affect this date being the date for

identifying which security holders may participate in the

security purchase plan.


4C.3 *Date on which offer documents will be

made available to investors


4C.4 *Offer open date

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 23

4C.5 *Offer closing date

4C.6 [deleted]

4C.7 *+Issue date and last day for entity to

announce results of +security purchase plan

offer

Per Appendix 7A section 12 of the Listing Rules, the

last day for the entity to issue the securities purchased

under the plan is no more than 5 business days after

the closing date. The entity should lodge an Appendix

2A with ASX applying for quotation of the securities

before noon Sydney time on this day


Part 4D – Proposed offer under +securities purchase plan – listing rule requirements

Question

No.

Question Answer

4D.1 *Does the offer under the +securities

purchase plan meet all of the requirements

of listing rule 7.2 exception 5 or do you have

a waiver from those requirements?

Answer this question if the issuer is an ASX Listing (i.e.

not an ASX Debt Listing or ASX Foreign Exempt

Listing).

Listing rule 7.2 exception 5 can only be used once in

any 12 month period and only applies where:

• the +security purchase plan satisfies the conditions

in ASIC Corporations (Share and Interest Purchase

Plans) Instrument 2019/547 or would otherwise

satisfy those conditions but for the fact that the

entity’s securities have been suspended from

trading on ASX for more than a total of 5 days

during the 12 months before the day on which the

offer is made under the plan or, if the securities

have been quoted on ASX for less than 12 months,

during the period of quotation;

• the number of +securities to be issued under the

SPP must not be greater than 30% of the number of

fully paid +ordinary securities already on issue; and

• the issue price of the +securities must be at least

80% of the +volume weighted average market price

for +securities in that +class, calculated over the

last 5 days on which sales in the +securities were

recorded, either before the day on which the issue

was announced or before the day on which the

issue was made.

Please note that the offer of securities under the plan

also will not meet the requirements of listing rule 10.12

exception 4, meaning that parties referred to in listing

rule 10.11.1 to 10.11.5 will need to obtain security

holder approval under listing rule 10.11 to participate in

the offer.

Yes or No

4D.1a *Are any of the +securities proposed to be

issued without +security holder approval

using the entity's 15% placement capacity

under listing rule 7.1?

Answer this question if the issuer is an ASX Listing and

your response to Q4D.1 is “No”.

Yes or No

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 24

4D.1a(i) *How many +securities are proposed to be

issued without +security holder approval

using the entity’s 15% placement capacity

under listing rule 7.1?

Answer this question if the issuer is an ASX Listing,

your response to Q4D.1 is “No” and your response to

Q4D.1a is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure B to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1 to issue

that number of securities.


4D.1b *Are any of the +securities proposed to be

issued without +security holder approval

using the entity's additional 10% placement

capacity under listing rule 7.1A (if

applicable)?

Answer this question if the issuer is an ASX Listing and

your response to Q4D.1 is “No”.

Yes or No

4D.1b(i) *How many +securities are proposed to be

issued without +security holder approval

using the entity's additional 10% placement

capacity under listing rule 7.1A?

Answer this question if the issuer is an ASX Listing,

your response to Q4D.1 is “No” and your response to

Q4D.1b is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure C to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1A to

issue that number of securities.


Part 4E – Proposed offer under +securities purchase plan – fees and expenses

Question

No.

Question Answer

4E.1 *Will there be a lead manager or broker to

the proposed offer?

Yes or No

4E.1a *Who is the lead manager/broker?

Answer this question if your response to Q4E.1 is

“Yes”.


4E.1b *What fee, commission or other

consideration is payable to them for acting

as lead manager/broker?

Answer this question if your response to Q4E.1 is

“Yes”.


4E.2 *Is the proposed offer to be underwritten? Yes or No

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 25

4E.2a *Who are the underwriter(s)?

Answer this question if your response to Q4E.2 is

“Yes”.

Note for issuers that are an ASX Listing (i.e. not an

ASX Debt Listing or ASX Foreign Exempt Listing):

listing rule 7.2 exception 5 does not extend to an issue

of securities to or at the direction of an underwriter of

an SPP. The issue will require security holder approval

under listing rule 7.1 if you do not have the available

placement capacity under listing rules 7.1 and/or 7.1A

to cover the issue. Likewise, listing rule 10.12

exception 4 does not extend to an issue of securities to

or at the direction of an underwriter of an SPP. If a

party referred to in listing rule 10.11 is underwriting the

proposed offer, this will require security holder approval

under listing rule 10.11.


4E.2b *What is the extent of the underwriting (i.e.

the amount or proportion of the offer that is

underwritten)?

Answer this question if your response to Q4E.2 is

“Yes”.


4E.2c *What fees, commissions or other

consideration are payable to them for acting

as underwriter(s)?

Answer this question if your response to Q4E.2 is

“Yes”.

This information includes any applicable discount the

underwriter receives to the issue price payable by

participants in the issue.


4E.2d *Provide a summary of the significant

events that could lead to the underwriting

being terminated

Answer this question if your response to Q4E.2 is

“Yes”.

You may cross-refer to a disclosure document, PDS,

information memorandum, investor presentation or

other announcement with this information provided it

has been released on the ASX Market Announcements

Platform.


4E.2e *Is a party referred to in listing rule 10.11

underwriting or sub-underwriting the

proposed offer?

Answer this question if the issuer is an ASX Listing (i.e.

not an ASX Debt Listing or ASX Foreign Exempt

Listing) and your response to Q4E.2 is “Yes”.

Note: If your response is “Yes”, this will require security

holder approval under listing rule 10.11. Listing rule

10.12 exception 4 does not extend to an issue of

securities to an underwriter or sub-underwriter of an

SPP.

Yes or No

4E.2e(i) *What is the name of that party?

Answer this question if the issuer is an ASX Listing and

your response to Q4E.2e is “Yes”.

Note: If there is more than one such party acting as

underwriter or sub-underwriter include all of their

details in this and the next 2 questions.


4E.2e(ii) *What is the extent of their underwriting or

sub-underwriting (i.e. the amount or

proportion of the issue they have

underwritten or sub-underwritten)?

Answer this question if the issuer is an ASX Listing and

your response to Q4E.2e is “Yes”.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 26

4E.2e(iii) *What fee, commission or other

consideration is payable to them for acting

as underwriter or sub-underwriter?

Answer this question if the issuer is an ASX Listing and

your response to Q4E.2e is “Yes”.

Note: This includes any applicable discount the

underwriter or sub-underwriter receives to the issue

price payable by participants in the issue.


4E.3 *Will brokers who lodge acceptances or

renunciations on behalf of eligible +security

holders be paid a handling fee or

commission?

Yes or No

4E.3a *Will the handling fee or commission be

dollar based or percentage based?

Answer this question if your response to Q4E.3 is

“Yes”.

Dollar based ($) or percentage based (%)

4E.3b

*Amount of handling fee or commission

payable to brokers who lodge acceptances

or renunciations on behalf of eligible

+security holders

Answer this question if your response to Q4E.3 is “Yes”

and your response to Q4E.3a is “dollar based”.

$

4E.3c *Percentage handling fee or commission

payable to brokers who lodge acceptances

or renunciations on behalf of eligible

+security holders

Answer this question if your response to Q4E.3 is “Yes”

and your response to Q4E.3a is “percentage based”.

%

4E.3d Please provide any other relevant

information about the handling fee or

commission method

Answer this question if your response to Q4E.3 is

“Yes”.


4E.4 Details of any other material fees or costs to

be incurred by the entity in connection with

the proposed offer


Part 4F – Proposed offer under +securities purchase plan – further information

Question

No.

Question Answer

4F.1 *The purpose(s) for which the entity intends

to use the cash raised by the proposed

issue

You may select one or more of the items in the list.

☐ For additional working capital

☐ To fund the retirement of debt

☐ To pay for the acquisition of an asset

[provide details below]

☐ To pay for services rendered [provide

details below]

☐ Other [provide details below]

Additional details:



4F.2

*Will the entity be changing its

dividend/distribution policy if the proposed

issue is successful?

Yes or No

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 27

4F.2a *Please explain how the entity will change

its dividend/distribution policy if the

proposed issue is successful

Answer this question if your response to Q4F.2 is

“Yes”.


4F.3 Countries in which the entity has +security

holders who will not be eligible to participate

in the proposed offer


4F.4

*URL on the entity's website where

investors can download information about

the proposed offer


4F.5 Any other information the entity wishes to

provide about the proposed offer



Part 5 – Details of proposed non-pro rata offer under a +disclosure

document or +PDS

If your response to Q1.6 is “A non-pro rata offer of securities under a disclosure document or PDS”, please complete Parts 5A –

5F and the details of the securities proposed to be issued in Part 8.

Part 5A - Proposed non-pro rata offer under a +disclosure document or +PDS –

conditions

Question

No.

Question Answer

5A.1

*Do any external approvals need to be

obtained or other conditions satisfied before

the non-pro rata offer of +securities under a

+disclosure document or + PDS can

proceed on an unconditional basis?

For example, this could include:

• +Security holder approval

• Court approval

• Lodgement of court order with +ASIC

• ACCC approval

• FIRB approval

Disregard any approvals that have already been

obtained or conditions that have already been satisfied.

Yes or No

5A.1a Conditions

Answer these questions if your response to 5A.1 is “Yes”.

*Approval/ condition

Type

Select the applicable

approval/condition

from the list (ignore

those that are not

applicable). More than

one approval/condition

can be selected.

*Date for

determination

The ‘date for

determination’ is the

date that you expect to

know if the approval is

given or condition is

satisfied (for example,

the date of the security

holder meeting in the

case of security holder

approval or the date of

the court hearing in the

case of court approval).

*Is the date

estimated or

actual?

**Approval received/

condition met?

Please respond “Yes” or

“No”. Only answer this

question when you know

the outcome of the

approval.

Comments

+Security holder

approval


Court approval


This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 28

Lodgement of court

order with +ASIC



ACCC approval



FIRB approval



Other (please specify

in comment section)




Part 5B – Proposed non-pro rata offer under a +disclosure document or +PDS –

offer details

Question

No.

Question Answer

5B.1

*+Class of +securities to be offered under

the +disclosure document or +PDS (please

enter both the ASX security code &

description)


5B.2 *The number of +securities to be offered

under the +disclosure document or +PDS

If the number of securities proposed to be issued is

based on a formula linked to a variable (for example,

VWAP or an exchange rate or interest rate), include the

number of securities based on the variable as at the

date the Appendix 3B is lodged with ASX and add a

note in the “Any other information the entity wishes to

provide about the proposed offer” field at the end of this

form making it clear that this number is based on the

variable as at the date of the Appendix 3B and that it

may change.


5B.3 *Will the offer be conditional on applications

for a minimum number of +securities being

received or a minimum amount being raised

(i.e. a minimum subscription condition)?

Yes or No

5B.3a *Describe the minimum subscription

condition

Answer this question if your response to Q5B.3 is

“Yes”.


5B.4 *Will the entity be entitled to accept over-

subscriptions?

Yes or No

5B.4a *Provide details of the number or value of

over-subscriptions that the entity may

accept

Answer this question if your response to Q5B.4 is

“Yes”.


5B.5 *Will individual investors be required to

accept the offer for a minimum number or

value of +securities (i.e. a minimum

acceptance condition)?

Yes or No

5B.5a *Describe the minimum acceptance

condition

Answer this question if your response to Q5B.5 is

“Yes”.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 29

5B.6 *Will individual investors be limited to

accepting the offer for a maximum number

or value of +securities (i.e. a maximum

acceptance condition)?

Yes or No

5B.6a *Describe the maximum acceptance

condition

Answer this question if your response to Q5B.6 is

“Yes”.


5B.7

*Will a scale back be applied if the offer is

over-subscribed?

Yes or No

5B.7a *Describe the scale back arrangements

Answer this question if your response to Q5B.7 is

“Yes”.


5B.8 *In what currency will the offer be made?

For example, if the consideration for the issue is

payable in Australian Dollars, state AUD.


5B.9 *Has the offer price been determined? Yes or No

5B.9a *What is the offer price per +security?

Answer this question if your response to Q5B.9 is “Yes”

using the currency specified in your answer to Q5B.8.


5B.9b *How and when will the offer price be

determined?

Answer this question if your response to Q5B.9 is “No”.


5B.9c *Will the offer price be determined by way of

a bookbuild?

Answer this question if your response to Q5B.9 is “No”.

If your response to this question is “Yes”, please note

the information that ASX expects to be announced

about the results of the bookbuild set out in

section 4.12 of Guidance Note 30 Notifying an Issue of

Securities and Applying for their Quotation.

Yes or No

5B.9d *Provide details of the parameters that will

apply to the bookbuild (e.g. the indicative

price range for the bookbuild)

Answer this question if your response to Q5B.9 is “No”

and your response to Q5B.9c is “Yes”.


Part 5C – Proposed non-pro rata offer under a +disclosure document or +PDS –

timetable

Question

No.

Question Answer

5C.1

*Lodgement date of +disclosure document

or +PDS with ASIC

Note: If the securities are to be quoted on ASX, you

must lodge an Appendix 2A Application for Quotation

of Securities with ASX within 7 days of this date.


5C.2 *Date when +disclosure document or +PDS

and acceptance forms will be made

available to investors


5C.3 *Offer open date

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 30

5C.4 *Closing date for receipt of acceptances

5C.5 [deleted]

5C.6 *Proposed +issue date

Part 5D – Proposed non-pro rata offer under a +disclosure document or +PDS –

listing rule requirements

Question

No.

Question Answer

5D.1 *Has the entity obtained, or is it obtaining,

+security holder approval for the entire

issue under listing rule 7.1?

Answer this question if the issuer is an ASX Listing (i.e.

not an ASX Debt Listing or ASX Foreign Exempt

Listing).

If the issuer has obtained security holder approval for

part of the issue only and is therefore relying on its

placement capacity under listing rule 7.1 and/or listing

rule 7.1A for the remainder of the issue, the response

should be ‘no’.

Yes or No

5D.1a *Date of meeting or proposed meeting to

approve the issue under listing rule 7.1

Answer this question if the issuer is an ASX Listing and

your response to Q5D.1 is “Yes”.


5D.1b *Are any of the +securities proposed to be

issued without +security holder approval

using the entity’s 15% placement capacity

under listing rule 7.1?

Answer this question if the issuer is an ASX Listing and

your response to Q5D.1 is “No”.

Yes or No

5D.1b(i)

*How many +securities are proposed to be

issued without +security holder approval

using the entity's 15% placement capacity

under listing rule 7.1?

Answer this question if the issuer is an ASX Listing,

your response to Q5D.1 is “No” and your response to

Q5D.1b is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure B to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1 to issue

that number of securities.


5D.1c *Are any of the +securities proposed to be

issued without +security holder approval

using the entity's additional 10% placement

capacity under listing rule 7.1A (if

applicable)?

Answer this question if the issuer is an ASX Listing and

your response to Q5D.1 is “No”.

Yes or No

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 31

5D.1c(i) *How many +securities are proposed to be

issued without +security holder approval

using the entity’s additional 10% placement

capacity under listing rule 7.1A?

Answer this question if the issuer is an ASX Listing,

your response to Q5D.1 is “No” and your response to

Q5D.1c is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure C to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1A to

issue that number of securities.


5D.2

*Is a party referred to in listing rule 10.11

participating in the proposed issue?

Yes or No

Part 5E – Proposed non-pro rata offer under a +disclosure document or +PDS –

fees and expenses

Question

No.

Question Answer

5E.1 *Will there be a lead manager or broker to

the proposed offer?

Yes or No

5E.1a *Who is the lead manager/broker?

Answer this question if your response to Q5E.1 is

“Yes”.


5E.1b *What fee, commission or other

consideration is payable to them for acting

as lead manager/broker?

Answer this question if your response to Q5E.1 is

“Yes”.


5E.2 *Is the proposed offer to be underwritten? Yes or No

5E.2a *Who are the underwriter(s)?

Answer this question if your response to Q5E.2 is

“Yes”.


5E.2b

*What is the extent of the underwriting (i.e.

the amount or proportion of the offer that is

underwritten)?

Answer this question if your response to Q5E.2 is

“Yes”.


5E.2c

*What fees, commissions or other

consideration are payable to them for acting

as underwriter(s)?

Answer this question if your response to Q5E.2 is

“Yes”.

Note: This includes any applicable discount the

underwriter receives to the issue price payable by

participants in the offer.


5E.2d *Provide a summary of the significant

events that could lead to the underwriting

being terminated

Answer this question if your response to Q5E.2 is

“Yes”.

You may cross-refer to another document with this

information provided it has been released on the ASX

Market Announcements Platform.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 32

5E.2e *Is a party referred to in listing rule 10.11

underwriting or sub-underwriting the

proposed offer?

Answer this question if the issuer is an ASX Listing (i.e.

not an ASX Debt Listing or ASX Foreign Exempt

Listing) and your response to Q5E.2 is “Yes”.

Note: If your response is “Yes”, this will require security

holder approval under listing rule 10.11.

Yes or No

5E.2e(i) *What is the name of that party?

Answer this question if the issuer is an ASX Listing and

your response to Q5E.2e is “Yes”.

Note: If there is more than one such party acting as

underwriter or sub-underwriter include all of their

details in this and the next 2 questions.


5E.2e(ii) *What is the extent of their underwriting or

sub-underwriting (ie the amount or

proportion of the issue they have

underwritten or sub-underwritten)?

Answer this question if the issuer is an ASX Listing and

your response to Q5E.2e is “Yes”.


5E.2e(iii) *What fee, commission or other

consideration is payable to them for acting

as underwriter or sub-underwriter?

Answer this question if the issuer is an ASX Listing and

your response to Q5E.2e is “Yes”.

Note: This includes any applicable discount the

underwriter or sub-underwriter receives to the issue

price payable by participants in the issue.


5E.3 *Will brokers who lodge acceptances or

renunciations on behalf of eligible +security

holders be paid a handling fee or

commission?

Yes or No

5E.3a * Will the handling fee or commission be

dollar based or percentage based?

Answer this question if your response to Q5E.3 is

“Yes”.

Dollar based ($) or percentage based (%)

5E.3b

*Amount of handling fee or commission

payable to brokers who lodge acceptances

or renunciations on behalf of eligible

+security holders

Answer this question if your response to Q5E.3 is “Yes”

and your response to Q5E.3a is “dollar based”.

$

5E.3c *Percentage handling fee or commission

payable to brokers who lodge acceptances

or renunciations on behalf of eligible

+security holders

Answer this question if your response to Q5E.3 is “Yes”

and your response to Q5E.3a is “percentage based”.

%

5E.3d Please provide any other relevant

information about the handling fee or

commission method

Answer this question if your response to Q5E.3 is

“Yes”.


5E.4 Details of any other material fees or costs to

be incurred by the entity in connection with

the proposed offer

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 33

Part 5F – Proposed non-pro rata offer under a +disclosure document or +PDS –

further information

Question

No.

Question Answer

5F.1 *The purpose(s) for which the entity intends

to use the cash raised by the proposed offer

You may select one or more of the items in the list.

☐ For additional working capital

☐ To fund the retirement of debt

☐ To pay for the acquisition of an asset

[provide details below]

☐ To pay for services rendered [provide

details below]

☐ Other [provide details below]

Additional details:



5F.2 *Will the entity be changing its

dividend/distribution policy if the proposed

issue is successful?

Yes or No

5F.2a *Please explain how the entity will change

its dividend/distribution policy if the

proposed issue is successful

Answer this question if your response to Q5F.2 is

“Yes”.


5F.3 *Please explain the entity’s allocation policy

for the offer, including whether or not

acceptances from existing +security holders

will be given priority


5F.4 *URL on the entity’s website where

investors can download the +disclosure

document or +PDS


5F.5 Any other information the entity wishes to

provide about the proposed offer

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 34

Part 6 – Details of proposed non-pro rata offer to wholesale investors

under an +information memorandum

If your response to Q1.6 is “A non-+pro rata offer to wholesale investors under an information memorandum”, please complete

Parts 6A – 6F and the details of the securities proposed to be issued in Part 8.

Part 6A – Proposed non-pro rata offer to wholesale investors under an +information

memorandum – conditions

Question

No.

Question Answer

6A.1 *Do any external approvals need to be

obtained or other conditions satisfied before

the non-pro rata offer to wholesale investors

under an information memorandum can

proceed on an unconditional basis?

For example, this could include:

• +Security holder approval

• Court approval

• Lodgement of court order with +ASIC

• ACCC approval

• FIRB approval

Disregard any approvals that have already been

obtained or conditions that have already been satisfied.

Yes or No

6A.1a Conditions

Answer these questions if your response to 6A.1 is “Yes”

*Approval/ condition

Type

Select the applicable

approval/condition

from the list (ignore

those that are not

applicable). More than

one approval/condition

can be selected.

*Date for

determination

The ‘date for

determination’ is the

date that you expect to

know if the approval is

given or condition is

satisfied (for example,

the date of the security

holder meeting in the

case of security holder

approval or the date of

the court hearing in the

case of court approval).

*Is the date

estimated or

actual?

**Approval received/

condition met?

Please respond “Yes” or

“No”. Only answer this

question when you know

the outcome of the

approval.

Comments

+Security holder

approval


Court approval



Lodgement of court

order with +ASIC



ACCC approval



FIRB approval



Other (please specify

in comment section)


This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 35

Part 6B – Proposed non-pro rata offer to wholesale investors under an +information

memorandum – offer details

Question

No.

Question Answer

6B.1 *+Class of +securities to be offered under

the +information memorandum (please

enter both the ASX security code &

description)


6B.2 *The number of +securities to be offered

under the +information memorandum

If the number of securities proposed to be issued is

based on a formula linked to a variable (for example,

VWAP or an exchange rate or interest rate), include the

number of securities based on the variable as at the

date the Appendix 3B is lodged with ASX and add a

note in the “Any other information the entity wishes to

provide about the proposed offer” field at the end of this

form making it clear that this number is based on the

variable as at the date of the Appendix 3B and that it

may change.


6B.3 *Will the offer be conditional on applications

for a minimum number of +securities being

received or a minimum amount being raised

(i.e. a minimum subscription condition)?

Yes or No

6B.3a *Describe the minimum subscription

condition

Answer this question if your response to Q6B.3 is

“Yes”.


6B.4 *Will the entity be entitled to accept over-

subscriptions?

Yes or No

6B.4a *Provide details of the number or value of

over-subscriptions that the entity may

accept

Answer this question if your response to Q6B.4 is

“Yes”.


6B.5

*Will individual investors be required to

accept the offer for a minimum number or

value of +securities (i.e. a minimum

acceptance condition)?

Yes or No

6B.5a *Describe the minimum acceptance

condition

Answer this question if your response to Q6B.5 is

“Yes”.


6B.6 *Will individual investors be limited to

accepting the offer for a maximum number

or value of +securities (i.e. a maximum

acceptance condition)?

Yes or No

6B.6a *Describe the maximum acceptance

condition

Answer this question if your response to Q6B.6 is

“Yes”.


6B.7 *Will a scale back be applied if the offer is

over-subscribed?

Yes or No

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 36

6B.7a *Describe the scale back arrangements

Answer this question if your response to Q6B.7 is

“Yes”.


6B.8 *In what currency will the offer be made?

For example, if the consideration for the issue is

payable in Australian Dollars, state AUD.


6B.9 *Has the offer price been determined? Yes or No

6B.9a *What is the offer price per +security?

Answer this question if your response to Q6B.9 is “Yes”

using the currency specified in your answer to Q6B.8.


6B.9b *How and when will the offer price be

determined?

Answer this question if your response to Q6B.9 is “No”.


6B.9c *Will the offer price be determined by way of

a bookbuild?

Answer this question if your response to Q6B.9 is “No”.

If your response to this question is “Yes”, please note

the information that ASX expects to be announced

about the results of the bookbuild set out in

section 4.12 of Guidance Note 30 Notifying an Issue of

Securities and Applying for their Quotation.

Yes or No

6B.9d

*Provide details of the parameters that will

apply to the bookbuild (e.g. the indicative

price range for the bookbuild)

Answer this question if your response to Q6B.9 is “No”

and your response to Q6B.9c is “Yes”.


Part 6C – Proposed non-pro rata offer to wholesale investors under an +information

memorandum – timetable

Question

No.

Question Answer

6C.1 *Expected date of +information

memorandum


6C.2 *Date when +information memorandum and

acceptance forms will be made available to

investors


6C.3 *Offer open date

6C.4 *Closing date for receipt of acceptances

6C.5 [deleted]

6C.6 *Proposed +Issue date

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 37

Part 6D – Proposed non-pro rata offer to wholesale investors under an +information

memorandum – listing rule requirements

Question

No.

Question Answer

6D.1 *Has the entity obtained, or is it obtaining,

+security holder approval for the entire

issue under listing rule 7.1?

Answer this question if the issuer is an ASX Listing (i.e.

not an ASX Debt Listing or ASX Foreign Exempt

Listing).

If the issuer has obtained security holder approval for

part of the issue only and is therefore relying on its

placement capacity under listing rule 7.1 and/or listing

rule 7.1A for the remainder of the issue, the response

should be ‘no’.

Yes or No

6D.1a *Date of meeting or proposed meeting to

approve the issue under listing rule 7.1

Answer this question if the issuer is an ASX Listing and

your response to Q6D.1 is “Yes”.


6D.1b *Are any of the +securities proposed to be

issued without +security holder approval

using the entity's 15% placement capacity

under listing rule 7.1?

Answer this question if the issuer is an ASX Listing and

your response to Q6D.1 is “No”.

Yes or No

6D.1b(i) *How many +securities are proposed to be

issued without +security holder approval

using the entity's 15% placement capacity

under listing rule 7.1?

Answer this question if the issuer is an ASX Listing,

your response to Q6D.1 is “No” and your response to

Q6D.1b is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure B to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1 to issue

that number of securities.


6D.1c *Are any of the +securities proposed to be

issued without +security holder approval

using the entity's additional 10% placement

capacity under listing rule 7.1A (if

applicable)?

Answer this question if the issuer is an ASX Listing

your response to Q6D.1 is “No”.

Yes or No

6D.1c(i)

*How many +securities are proposed to be

issued without +security holder approval

using the entity's additional 10% placement

capacity under listing rule 7.1A?

Answer this question if the issuer is an ASX Listing,

your response to Q6D.1 is “No” and your response to

Q6D.1c is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure C to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1A to

issue that number of securities.


6D.2 *Is a party referred to in listing rule 10.11

participating in the proposed issue?

Yes or No

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 38

Part 6E – Proposed non-pro rata offer to wholesale investors under an +information

memorandum – fees and expenses

Question

No.

Question Answer

6E.1 *Will there be a lead manager or broker to

the proposed offer?

Yes or No

6E.1a *Who is the lead manager/broker?

Answer this question if your response to Q6E.1 is

“Yes”.


6E.1b

*What fee, commission or other

consideration is payable to them for acting

as lead manager/broker?

Answer this question if your response to Q6E.1 is

“Yes”.


6E.2 *Is the proposed offer to be underwritten? Yes or No

6E.2a *Who are the underwriter(s)?

Answer this question if your response to Q6E.2 is

“Yes”.


6E.2b *What is the extent of the underwriting (i.e.

the amount or proportion of the offer that is

underwritten)?

Answer this question if your response to Q6E.2 is Yes


6E.2c

*What fees, commissions or other

consideration are payable to them for acting

as underwriter(s)?

Answer this question if your response to Q6E.2 is

“Yes”.

Note: This includes any applicable discount the

underwriter receives to the issue price payable by

participants in the issue.


6E.2d *Provide a summary of the significant

events that could lead to the underwriting

being terminated

Answer this question if your response to Q6E.2 is

"Yes”.

You may cross-refer to another document with this

information provided it has been released on the ASX

Market Announcements Platform.


6E.2e *Is a party referred to in listing rule 10.11

underwriting or sub-underwriting the

proposed offer?

Answer this question if the issuer is an ASX Listing and

your response to Q6E.2 is “Yes”.

Note: If your response is “Yes”, this will require security

holder approval under listing rule 10.11.

Yes or No

6E.2e(i) *What is the name of that party?

Answer this question if the issuer is ASX Listing and

your response to Q6E.2e is “Yes”.

Note: If there is more than one such party acting as

underwriter or sub-underwriter include all of their

details in this and the next 2 questions

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 39

6E.2e(ii) *What is the extent of their underwriting or

sub-underwriting (ie the amount or

proportion of the issue they have

underwritten or sub-underwritten)?

Answer this question if the issuer is an ASX Listing and

your response to Q6E.2e is “Yes”.


6E.2e(iii) *What fee, commission or other

consideration is payable to them for acting

as underwriter or sub-underwriter?

Answer this question if the issuer is ASX Listing and

your response to Q6E.2e is “Yes”.

Note: This includes any applicable discount the

underwriter or sub-underwriter receives to the issue

price payable by participants in the issue.


6E.3 *Will brokers who lodge acceptances or

renunciations on behalf of eligible +security

holders be paid a handling fee or

commission?

Yes or No

6E.3a * Will the handling fee or commission be

dollar based or percentage based?

Answer this question if your response to Q6E.3 is

“Yes”.

Dollar based ($) or percentage based (%)

6E.3b *Amount of handling fee or commission

payable to brokers who lodge acceptances

or renunciations on behalf of eligible

+security holders

Answer this question if your response to Q6E.3 is “Yes”

and your response to Q6E.3a is “dollar based”.

$

6E.3c *Percentage handling fee or commission

payable to brokers who lodge acceptances

or renunciations on behalf of eligible

+security holders

Answer this question if your response to Q6E.3 is “Yes”

and your response to Q6E.3a is “percentage based”.

%

6E.3d Please provide any other relevant

information about the handling fee or

commission method

Answer this question if your response to Q6E.3 is

“Yes”.


6E.4 Details of any other material fees or costs to

be incurred by the entity in connection with

the proposed offer

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 40

Part 6F – Proposed non-pro rata offer to wholesale investors under an +information

memorandum – further information

Question

No.

Question Answer

6F.1 *The purpose(s) for which the entity intends

to use the cash raised by the proposed offer

You may select one or more of the items in the list.

☐ For additional working capital

☐ To fund the retirement of debt

☐ To pay for the acquisition of an asset

[provide details below]

☐ To pay for services rendered [provide

details below]

☐ Other [provide details below]

Additional details:



6F.2 *Will the entity be changing its

dividend/distribution policy if the proposed

issue is successful?

Yes or No

6F.2a *Please explain how the entity will change

its dividend/distribution policy if the

proposed issue is successful

Answer this question if your response to Q6F.2 is

“Yes”.


6F.3 *Please explain the entity’s allocation policy

for the offer, including whether or not

acceptances from existing +security holders

will be given priority


6F.4 *URL on the entity’s website where

wholesale investors can download the

+information memorandum


6F.5 Any other information the entity wishes to

provide about the proposed offer

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 41

Part 7 – Details of proposed placement or other issue

If your response to Q1.6 is “A placement or other type of issue”, please complete Parts 7A – 7F and the details of the securities

proposed to be issued in Part 8.

Part 7A – Proposed placement or other issue – conditions

Question

No.

Question Answer

7A.1 *Do any external approvals need to be

obtained or other conditions satisfied before

the placement or other type of issue can

proceed on an unconditional basis?

For example, this could include:

• +Security holder approval

• Court approval

• Lodgement of court order with +ASIC

• ACCC approval

• FIRB approval

Disregard any approvals that have already been

obtained or conditions that have already been satisfied.

No

7A.1a Conditions

Answer these questions if your response to 7A.1 is “Yes”.

*Approval/ condition

Type

Select the applicable

approval/condition

from the list (ignore

those that are not

applicable). More than

one approval/condition

can be selected.

*Date for

determination

The ‘date for

determination’ is the

date that you expect to

know if the approval is

given or condition is

satisfied (for example,

the date of the security

holder meeting in the

case of security holder

approval or the date of

the court hearing in the

case of court approval).

*Is the date

estimated or

actual?

**Approval received/

condition met?

Please answer “Yes” or

“No”. Only answer this

question when you know

the outcome of the

approval.

Comments

+Security holder

approval


Court approval



Lodgement of court

order with +ASIC



ACCC approval



FIRB approval



Other (please specify

in comment section)



Part 7B – Details of proposed placement or other issue - issue details

Question

No.

Question Answer

7B.1 *+Class of +securities to be offered under

the placement or other issue (please enter

both the ASX security code & description)

GNE: Ordinary full paid foreign exempt NZX.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 42

7B.2 Number of +securities proposed to be

issued

If the number of securities proposed to be issued is

based on a formula linked to a variable (for example,

VWAP or an exchange rate or interest rate), include

the number of securities based on the variable as at

the date the Appendix 3B is lodged with ASX and add

a note in the “Any other information the entity wishes to

provide about the proposed offer” field at the end of

this form making it clear that this number is based on

the variable as at the date of the Appendix 3B and that

it may change.

GNE: Ordinary full paid foreign exempt NZX.

7B.3 *Are the +securities proposed to be issued

being issued for a cash consideration?

If the securities are being issued for nil cash consideration, answer

this question “No”.

Yes

7B.3a *In what currency is the cash consideration

being paid

For example, if the consideration is being paid in

Australian Dollars, state AUD.

Answer this question if your response to Q7B.3 is

“Yes”.

NZD/AUD

7B.3b *What is the issue price per +security

Answer this question if your response to Q7B.3 is “Yes”

and by reference to the issue currency provided in your

response to Q7B.3a.

Note: you cannot enter a nil amount here. If the

securities are being issued for nil cash consideration,

answer Q7B.3 as “No” and complete Q7B.3d.

Placement shares are offered at a fixed

price of NZ$2.15 per share, representing a:

(a) 8.0% discount to the ex-dividend

adjusted last close of NZ$2.34 on the

NZX Main Board on Friday, 20 February

2026

(b) 8.7% discount to the ex-dividend

adjusted 5-day VWAP on the NZX Main

Board ending Friday, 20 February 2026

of NZ$2.35

7B.3c AUD equivalent to issue price amount per

+security

Answer this question if the currency is non-AUD


7B.3d

Please describe the consideration being

provided for the +securities

Answer this question if your response to Q7B.3 is “No”.


7B.3e Please provide an estimate of the AUD

equivalent of the consideration being

provided for the +securities

Answer this question if your response to Q7B.1 is “No”.


Part 7C – Proposed placement or other issue – timetable

Question

No.

Question Answer

7C.1 *Proposed +issue date 27 February 2026

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 43

Part 7D – Proposed placement or other issue – listing rule requirements

Question

No.

Question Answer

7D.1 *Has the entity obtained, or is it obtaining,

+security holder approval for the entire

issue under listing rule 7.1?

Answer this question if the issuer is an ASX Listing (i.e.

not an ASX Debt Listing or ASX Foreign Exempt

Listing).

If the issuer has obtained security holder approval for

part of the issue only and is therefore relying on its

placement capacity under listing rule 7.1 and/or listing

rule 7.1A for the remainder of the issue, the response

should be ‘no’.

Yes or No

7D.1a *Date of meeting or proposed meeting to

approve the issue under listing rule 7.1

Answer this question if the issuer is an ASX Listing and

your response to Q7D.1 is “Yes”.


7D.1b *Are any of the +securities proposed to be

issued without +security holder approval

using the entity's 15% placement capacity

under listing rule 7.1?

Answer this question if the issuer is an ASX Listing and

your response to Q7D.1 is “No”.

Yes or No

7D.1b(i) *How many +securities are proposed to be

issued without +security holder approval

using the entity’s 15% placement capacity

under listing rule 7.1?

Answer this question the issuer is an ASX Listing, your

response to Q7D.1 is “No” and if your response to

Q7D.1b is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure B to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1 to issue

that number of securities.


7D.1c *Are any of the +securities proposed to be

issued without +security holder approval

using the entity's additional 10% placement

capacity under listing rule 7.1A (if

applicable)?

Answer this question if the issuer is an ASX Listing and

your response to Q7D.1 is “No”.

Yes or No

7D.1c(i)

*How many +securities are proposed to be

issued without +security holder approval

using the entity's additional 10% placement

capacity under listing rule 7.1A?

Answer this question if the issuer is an ASX Listing,

your response to Q7D.1 is “No” and your response to

Q7D.1c is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure C to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1A to

issue that number of securities.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 44

7D.1c(ii) *Please explain why the entity has chosen

to do a placement or other issue rather than

a +pro rata issue or an offer under a

+security purchase plan in which existing

ordinary +security holders would have been

eligible to participate

Answer this question if the issuer is an ASX Listing,

your response to Q7D.1 is “No” and your response to

Q7D.1c is “Yes”.


7D.2 *Is a party referred to in listing rule 10.11

participating in the proposed issue?

Answer this question if the issuer is an ASX Listing.

Note: If your response is “Yes”, this will require security

holder approval under listing rule 10.11.

Yes or No

7D.3 *Will any of the +securities to be issued be

+restricted securities for the purposes of the

listing rules?

Note: the entity should not apply for quotation of

restricted securities

No

7D.3a *Please enter, the number and +class of the

+restricted securities and the date from

which they will cease to be +restricted

securities

Answer this question if your response to Q7D.3 is

“Yes”.


7D.4

*Will any of the +securities to be issued be

subject to +voluntary escrow?

No

7D.4a *Please enter the number and +class of the

+securities subject to +voluntary escrow

and the date from which they will cease to

be subject to +voluntary escrow

Answer this question if your response to Q7D.4 is

“Yes”.


Part 7E – Proposed placement or other issue – fees and expenses

Question

No.

Question Answer

7E.1 *Will there be a lead manager or broker to

the proposed issue?

Yes

7E.1a *Who is the lead manager/broker?

Answer this question if your response to Q7E.1 is

“Yes”.

Jarden Securities Limited (Lead Manager)

7E.1b *What fee, commission or other

consideration is payable to them for acting

as lead manager/broker?

Answer this question if your response to Q7E.1 is

“Yes”.

The Lead Manager will receive a lead

manager fee for arranging the Placement

equal to 0.7% of the gross proceeds to be

raised under the Placement.

7E.2 *Is the proposed issue to be underwritten? Yes

7E.2a *Who are the underwriter(s)?

Answer this question if your response to Q7E.2 is

“Yes”.

Jarden Partners Limited (Underwriter)

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 45

7E.2b *What is the extent of the underwriting (i.e.

the amount or proportion of the issue that is

underwritten)?

Answer this question if your response to Q7E.2 is

“Yes”.

The Crown has committed to subscribe for

new shares under the Crown Participation.

The Offer (other than the Crown

Participation) is underwritten by Jarden

Partners Limited.

7E.2c *What fees, commissions or other

consideration are payable to them for acting

as underwriter(s)?

Answer this question if your response to Q7E.2 is

“Yes”.

Note: This includes any applicable discount the

underwriter receives to the issue price payable by

participants in the issue.

GNE agrees to pay an aggregated

underwriting fee of 1.50% of the total gross

proceeds raised under the Offer (excluding

the Crown Participation).

GNE agrees to pay the Crown a fee of 0.5%

of the total gross proceeds raised from the

Crown under the Offer through the Crown

Participation and agrees to pay certain of

the external costs, expenses, fees and

disbursements incurred by the Crown in

connection with the Offer.

7E.2d

*Provide a summary of the significant

events that could lead to the underwriting

being terminated

Answer this question if your response to Q7E.2 is

“Yes”.

Note: You may cross-refer to a covering

announcement or to a separate annexure with this

information.

A summary of the significant events that

could lead to the underwriting agreement

being terminated is set out under the

heading “Underwriting Agreement” in Part 3

of the offer document for the rights offer

dated 23 February 2026.

7E.3 *Is a party referred to in listing rule 10.11

underwriting or sub-underwriting the

proposed issue?

Answer this question if the issuer is an ASX Listing (i.e.

not an ASX Debt Listing or ASX Foreign Exempt

Listing) and your response to Q7E.2 is “Yes”.

Note: If your response is “Yes”, this will require security

holder approval under listing rule 10.11.

Yes or No

7E.3a *What is the name of that party?

Answer this question if the issuer is an ASX Listing and

your response to Q7E.3 is “Yes”.

Note: If there is more than one such party acting as

underwriter or sub-underwriter include all of their

details in this and the next 2 questions.


7E.3b *What is the extent of their underwriting or

sub-underwriting (i.e. the amount or

proportion of the issue they have

underwritten or sub-underwritten)?

Answer this question if the issuer is an ASX Listing and

your response to Q7E.3 is “Yes”.


7E.3c

*What fee, commission or other

consideration is payable to them for acting

as underwriter or sub-underwriter?

Answer this question if the issuer is an ASX Listing and

your response to Q7E.3 is “Yes”.

Note: This includes any applicable discount the

underwriter or sub-underwriter receives to the issue

price payable by participants in the issue.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 46

7E.4 Details of any other material fees or costs to

be incurred by the entity in connection with

the proposed issue

GNE agrees to pay the Crown a fee of 0.5%

of the total gross proceeds raised from the

Crown under the Offer through the Crown

Participation and agrees to pay certain

external costs, expenses, fees and

disbursements incurred by the Crown in

connection with the Offer.

Share registry fees, settlement fees,

external adviser fees and NZX/ASX

administrative fees.

Part 7F – Proposed placement or other issue – further information

Question

No.

Question Answer

7F.1 *The purpose(s) for which the entity is

issuing the securities

You may select one or more of the items in the list.

☐ To raise additional working capital

☐ To fund the retirement of debt

☐ To pay for the acquisition of an asset

[provide details below]

☐ To pay for services rendered [provide

details below]

☒ Other [provide details below]

Additional details:

Please refer to the Investor Presentation

announced to ASX/NZX on 23 February

2026.

7F.2

*Will the entity be changing its

dividend/distribution policy if the proposed

issue proceeds?

No

7F.2a *Please explain how the entity will change

its dividend/distribution policy if the

proposed issue proceeds

Answer this question if your response to Q7F.2 is

“Yes”.


7F.3 Any other information the entity wishes to

provide about the proposed issue

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 47

Part 8 – details of +securities proposed to be issued

Answer the relevant questions in this part for the type of +securities the entity proposes to issue. If the entity is proposing to

issue more than one class of security, including free attaching securities, please complete a separate version of Part 8 for each

class of security proposed to be issued.

Part 8A – type of +securities proposed to be issued

Question

No.

Question Answer

8A.1 *The +class of +securities proposed to be

issued is:

Tick whichever is applicable

Note: SPP offers must select “existing quoted class”

☒ Additional +securities in a class that is

already quoted on ASX ("existing

quoted class")

☐ Additional +securities in a class that is

not currently quoted, and not intended

to be quoted, on ASX ("existing

unquoted class")

☐ New +securities in a class that is not yet

quoted, but is intended to be quoted, on

ASX ("new quoted class")

☐ New +securities in a class that is not

quoted, and not intended to be quoted,

on ASX ("new unquoted class")

8A.2 *Any on-sale of the +securities proposed to

be issued within 12 months of their date of

issue will comply with the secondary sale

provisions in sections 707(3) and 1012C(6)

of the Corporations Act by virtue of:

Answer this question if your response to Q1.6 is “A

standard pro rata issue (non-renounceable or

renounceable)”, “An accelerated offer”, “A non-pro rata

offer to wholesale investors under an information

memorandum” or “A placement or other type of issue”

and your response to Q8A.1 is “existing quoted class”

or “new quoted class”.

Note: Under Appendix 2A of the Listing Rules, when

the entity applies for quotation of the securities

proposed to be issued, it gives a warranty that an offer

of the securities for sale within 12 months after their

issue will not require disclosure under section 707(3) or

1012C(6) of the Corporations Act.

If you are in any doubt as to the application of, or the

entity’s capacity to give, this warranty, please see ASIC

Regulatory Guide 173 Disclosure for on-sale of

securities and other financial products and consult your

legal adviser.

☐ The publication of a +disclosure

document or +PDS for the +securities

proposed to be issued

☐ The publication of a cleansing notice

under section 708A(5), 708AA(2)(f),

1012DA(5) or 1012DAA(2)(f)

☐ The publication of a +disclosure

document or +PDS involving the same

class of securities as the +securities

proposed to be issued that meets the

requirements of section 708A(11) or

1012DA(11)

☒ An applicable ASIC instrument or class

order

☐ Not applicable – the entity has

arrangements in place with the holder

that ensure the securities cannot be on-

sold within 12 months in a manner that

would breach section 707(3) or

1012C(6)

Note: Absent relief from ASIC, a listed entity can only

issue a cleansing notice where trading in the relevant

securities has not been suspended for more than

5 days during the shorter of: (a) the period during

which the class of securities are quoted; and (b) the

period of 12 months before the date on which the

relevant securities were issued.

Note: If the +securities referred to in this form are being offered under a +disclosure document or +PDS and the

entity selects the first or third option in its response to question 8A.1 above (existing quoted class or new quoted

class), then by lodging this form with ASX, the entity is taken to have applied for quotation of all of the +securities

that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX

Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure

document or +PDS is known, in accordance with Listing Rule 3.10.3C, the entity will complete and lodge with ASX

an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 48

Part 8B – details of +securities proposed to be issued (existing quoted class or

existing unquoted class)

Answer the questions in this Part if your response to Q8A.1 is “existing quoted class” or “existing unquoted class”.

Question

No.

Question Answer

8B.1 *ASX security code & description GNE: Ordinary fully paid foreign exempt

NZX.

8B.1a ISIN Code for the entitlement or right to

participate in a non-renounceable issue; or

for the tradeable rights created under a

renounceable right issue (if Issuer is foreign

company and +securities do not have

+CDIs issued over them)

NZGNEE0001S7


8B.2a *Will the +securities to be quoted rank

equally in all respects from their issue date

with the existing issued +securities in that

class?

Yes

8B.2b *Is the actual date from which the

+securities will rank equally (non-ranking

end date) known?

Answer this question if your response to Q8B.2a is

“No”.

Yes or No

8B.2c *Provide the actual non-ranking end date

Answer this question if your response to Q8B.2a is

“No” and your response to Q8B.2b is “Yes”.


8B.2d *Provide the estimated non-ranking end

period

Answer this question if your response to Q8B.2a is

“No” and your response to Q8B.2b is “No”.


8B.2e *Please state the extent to which the

+securities do not rank equally:

• in relation to the next dividend,

distribution or interest payment; or

• for any other reason

Answer this question if your response to Q8B.2a is

“No”.

For example, the securities may not rank at all, or may

rank proportionately based on the percentage of the

period in question they have been on issue, for the

next dividend, distribution or interest payment or they

may not be entitled to participate in some other event,

such as an entitlement issue.


Part 8C – details of +securities proposed to be issued (new quoted class or new

unquoted class)

Answer the questions in this Part if your response to Q8A.1 is “new quoted class” or “new unquoted class”.

Question

No.

Question Answer

8C.1 *+Security description

The ASX security code for this security will be

confirmed by ASX in due course.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 49

8C.2 *Security type

Select one item from the list.

Please select the most appropriate security type from

the list. This will determine more detailed questions to

be asked about the security later in this section. Select

“ordinary fully or partly paid shares/units” for stapled

securities or CDIs. For interest rate securities, please

select the appropriate choice from either “Convertible

debt securities” or “Non-convertible debt securities”

(tradeable securities); or “Wholesale debt securities”

(non-tradeable). Select “Other” for performance

shares/units and performance options/rights or if the

selections available in the list do not appropriately

describe the security being issued.

☐ Ordinary fully or partly paid shares/units

☐ Options

☐ +Convertible debt securities

☐ Non-convertible +debt securities

☐ Redeemable preference shares/units

☐ Wholesale debt securities

☐ Other

8C.3 ISIN code

Answer this question if you are an entity incorporated

outside Australia and you are proposing to issue a new

class of securities that will not have CDIs issued over

them. See also the note at the top of this form.


8C.3a ISIN Code for the entitlement or right to

participate in a non-renounceable issue; or

for the tradeable rights created under a

renounceable right issue (if Issuer is foreign

company and +securities do not have

+CDIs issued over them)


8C.4a *Will all the +securities proposed to be

issued in this class rank equally in all

respects from the issue date?

Yes or No

8C.4b *Is the actual date from which the

+securities will rank equally (non-ranking

end date) known?

Answer this question if your response to Q8C.4a is

“No”.

Yes or No

8C.4c *Provide the actual non-ranking end date

Answer this question if your response to Q8C.5a is

“No” and your response to Q8C.4b is “Yes”.


8C.4d *Provide the estimated non-ranking end

period

Answer this question if your response to Q8C.4a is

“No” and your response to Q8C.4b is “No”.


8C.4e *Please state the extent to which the

+securities do not rank equally:

• in relation to the next dividend,

distribution or interest payment; or

• for any other reason

Answer this question if your response to Q8C.4a is

“No”.

For example, the securities may not rank at all, or may

rank proportionately based on the percentage of the

period in question they have been on issue, for the

next dividend, distribution or interest payment; or they

may not be entitled to participate in some other event,

such as an entitlement issue.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 50

8C.5 Please attach a document or provide a URL

link for a document lodged with ASX setting

out the material terms of the +securities

proposed to be issued or provide the

information by separate announcement.

You may cross-reference a disclosure document, PDS,

information memorandum, investor presentation or

other announcement with this information provided it

has been released to the ASX Market Announcements

Platform.


8C.6

*Have you received confirmation from ASX

that the terms of the +securities are

appropriate and equitable under listing rule

6.1?

Answer this question only if you are an ASX Listing.

(ASX Foreign Exempt Listings and ASX Debt Listings

do not have to answer this question).

If your response is “No” and the securities have any

unusual terms, you should approach ASX as soon as

possible for confirmation under listing rule 6.1 that the

terms are appropriate and equitable.

Yes or No

8C.7a Ordinary fully or partly paid shares/units details

Answer the questions in this section if you selected this security type in your response to Question 8C.2.

*+Security currency

This is the currency in which the face amount of an

issue is denominated. It will also typically be the

currency in which distributions are declared.


*Will there be +CDIs issued over the

+securities?

Yes or No

*+CDI ratio

Answer this question if you answered “Yes” to the

previous question. This is the ratio at which CDIs can

be transmuted into the underlying security (e.g. 4:1

means 4 CDIs represent 1 underlying security whereas

1:4 means 1 CDI represents 4 underlying securities).

X:Y

*Is it a partly paid class of +security? Yes or No

*Paid up amount: unpaid amount

Answer this question if answered “Yes” to the previous

question.

The paid up amount represents the amount of

application money and/or calls which have been paid

on any security considered ‘partly paid’

The unpaid amount represents the unpaid or yet to be

called amount on any security considered ‘partly paid’.

The amounts should be provided per the security

currency (e.g. if the security currency is AUD, then the

paid up and unpaid amount per security in AUD).

X:Y

*Is it a stapled +security?

This is a security class that comprises a number of

ordinary shares and/or ordinary units issued by

separate entities that are stapled together for the

purposes of trading.

Yes or No

8C.7b Option details

Answer the questions in this section if you selected this security type in your response to Question Q8C.2.

*+Security currency

This is the currency in which the exercise price is

payable.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 51

*Exercise price

The price at which each option can be exercised and

convert into the underlying security.

The exercise price should be provided per the security

currency (i.e. if the security currency is AUD, the

exercise price should be expressed in AUD).


*Expiry date

The date on which the options expire or terminate.


*Details of the number and type of +security

(including its ASX security code if the

+security is quoted on ASX) that will be

issued if an option is exercised

For example, if the option can be exercised to receive

one fully paid ordinary share with ASX security code

ABC, please insert “One fully paid ordinary share

(ASX:ABC)”.


8C.7c Details of non-convertible +debt securities, +convertible debt securities, or

redeemable preference shares/units

Answer the questions in this section if you selected one of these security types in your response to Question

Q8C.2.

Refer to Guidance Note 34 and the “Guide to the Naming Conventions and Security Descriptions for ASX Quoted

Debt and Hybrid Securities” for further information on certain terms used in this section

*Type of +security

Select one item from the list

☐ Simple corporate bond

☐ Non-convertible note or bond

☐ Convertible note or bond

☐ Preference share/unit

☐ Capital note

☐ Hybrid security

☐ Other

*+Security currency

This is the currency in which the face value of the

security is denominated. It will also typically be the

currency in which interest or distributions are paid.


*Face value

This is the principal amount of each security.

The face value should be provided per the security

currency (i.e. if security currency is AUD, then the face

value per security in AUD).


*Interest or dividend rate type

Select one item from the list

Select the appropriate interest rate type per the terms

of the security. Definitions for each type are provided in

the Guide to the Naming Conventions and Security

Descriptions for ASX Quoted Debt and Hybrid

Securities

Note, this and the following questions also refer to

dividend rates and payments, as would be relevant to

preference securities.

☐ Fixed rate

☐ Floating rate

☐ Indexed rate

☐ Variable rate

☐ Zero coupon/no interest

☐ Other

*Frequency of coupon/interest/dividend

payments per year

Select one item from the list.

☐ Monthly

☐ Quarterly

☐ Semi-annual

☐ Annual

☐ No coupon/interest payments

☐ Other

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 52

*First interest/dividend payment date

A response is not required if you have selected “No

coupon/interest payments” in response to the question

above on the frequency of coupon/interest payments


*Interest/dividend rate per annum

Answer this question if the interest rate type is fixed.

% p.a.


*Is the interest/dividend rate per annum

estimated at this time?

Answer this question if the interest rate type is fixed.

Yes or No

*If the interest/dividend rate per annum is

estimated, then what is the date for this

information to be announced to the market

(if known)

Answer this question if the interest rate type is fixed

and your response to the previous question is “Yes”.

Answer “Unknown” if the date is not known at this time.



*Does the interest/dividend rate include a

reference rate, base rate or market rate

(e.g. BBSW or CPI)?

Answer this question if the interest rate type is floating

or indexed.

Yes or No


*What is the reference rate, base rate or

market rate?

Answer this question if the interest rate type is floating

or indexed and your response to the previous question

is “Yes”.


*Does the interest/dividend rate include a

margin above the reference rate, base rate

or market rate?

Answer this question if the interest rate type is floating

or indexed.

Yes or No

*What is the margin above the reference

rate, base rate or market rate (expressed as

a percent per annum)

Answer this question if the interest rate type is floating

or indexed and your response to the previous question

is “Yes”.

% p.a.

*Is the margin estimated at this time?

Answer this question if the interest rate type is floating

or indexed.

Yes or No

*If the margin is estimated, then what is the

date for this information to be announced to

the market (if known)

Answer this question if the interest rate type is floating

or indexed and your response to the previous question

is “Yes”.

Answer “Unknown” if the date is not known at this time.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 53

*S128F of the Income Tax Assessment Act

status applicable to the +security

Select one item from the list

For financial products which are likely to give rise to a

payment to which s128F of the Income Tax

Assessment Act applies, ASX requests issuers to

confirm the s128F status of the security:

• “s128F exempt” means interest payments are not

taxable to non-residents;

• “Not s128F exempt” means interest payments are

taxable to non-residents;

• “s128F exemption status unknown” means the

issuer is unable to advise the status;

“Not applicable” means s128F is not applicable to this

security

☐ s128F exempt

☐ Not s128F exempt

☐ s128F exemption status unknown

☐ Not applicable


*Is the +security perpetual (i.e. no maturity

date)?

Yes or No

*Maturity date

Answer this question if the security is not perpetual


*Select other features applicable to the

+security

Up to 4 features can be selected. Further information is

available in the Guide to the Naming Conventions and

Security Descriptions for ASX Quoted Debt and Hybrid

Securities.

☐ Simple

☐ Subordinated

☐ Secured

☐ Converting

☐ Convertible

☐ Transformable

☐ Exchangeable

☐ Cumulative

☐ Non-Cumulative

☐ Redeemable

☐ Extendable

☐ Reset

☐ Step-Down

☐ Step-Up

☐ Stapled

☐ None of the above

*Is there a first trigger date on which a right

of conversion, redemption, call or put can

be exercised (whichever is first)?

Yes or No

*If yes, what is the first trigger date

Answer this question if your response to the previous

question is “Yes”.

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 54

*Details of the number and type of +security

(including its ASX security code if the

+security is quoted on ASX) that will be

issued if the +securities are converted,

transformed or exchanged (including, if

applicable, any interest)

Answer this question if the security features include

“converting”, “convertible”, “transformable” or

“exchangeable”.

For example, if the security can be converted into

1,000 fully paid ordinary shares with ASX security code

ABC, please insert “1,000 fully paid ordinary shares

(ASX:ABC)”.


8C.7d Details of wholesale debt securities

Answer the questions in this section if you selected this security type in your response to Question Q8C.2.

Refer to Guidance Note 34 and the “Guide to the Naming Conventions and Security Descriptions for ASX Quoted

Debt and Hybrid Securities” for further information on certain terms used in this section

CFI

FISN

*+Security currency

This is the currency in which the face value of the

security is denominated. It will also typically be the

currency in which interest or distributions are paid.


Total principal amount of class

Face value

This is the offer / issue price or value at which the

security was offered on issue.


Number of +securities

This should be the total principal amount of class

divided by the face value


*Interest rate type

Select the appropriate interest rate type per the terms

of the security.

☐ Fixed rate

☐ Floating rate

☐ Fixed to floating

☐ Floating to fixed

*Frequency of coupon/interest payments

per year

Select one item from the list. The number of interest

payments to be made per year for a wholesale debt

security.

☐ Monthly

☐ Quarterly

☐ Semi-annual

☐ Annual

☐ No payments

*First interest payment date

A response is not required if you have selected “No

payments” in response to the question above on the

frequency of coupon/interest payments.


*Interest rate per annum

A response is not required if you have selected “No

payments” in response to the question above on the

frequency of coupon/interest payments. The rate

represents the total rate for the first payment period

which may include a reference or base rate plus a

margin rate and other adjustment factors where

applicable, stated on a per annum basis. If the rate is

only an estimate at this time please enter an indicative

rate and provide the actual rate once it has become

available.

%

This appendix is available as an online form Appendix 3B
Proposed issue of securities

+ See chapter 19 for defined terms

5 February 2024 Page 55

*Maturity date

The date on which the security matures.


Class type description



*S128F of the Income Tax Assessment Act

status applicable to the +security

Select one item from the list

For financial products which are likely to give rise to a

payment to which s128F of the Income Tax

Assessment Act applies, ASX requests issuers to

confirm the s128F status of the security:

• “s128F exempt” means interest payments are not

taxable to non-residents;

• “Not s128F exempt” means interest payments are

taxable to non-residents;

• “s128F exemption status unknown” means the

issuer is unable to advise the status;

“Not applicable” means s128F is not applicable to this

security

☐ s128F exempt

☐ Not s128F exempt

☐ s128F exemption status unknown

☐ Not applicable


Introduced 01/12/19; amended 31/01/20; 18/07/20; 05/06/21; 05/02/24

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.