CARBON ENERGY LIMITED ---·--------- ---- -----·--------·
Form 604
Corporations Act 2001
Section 6718
Notice of change of interests of substantial holder
To_ Company Name/Scheme Carbon Energy Limited ('CNX') ACN/ARSN 057 552 137
1. Details of substantial holder(1)
Name This notice is given .by Inci.tec Pivot Limited on behalf o.f itse.lf and each of its controlled bodies corporate ('IPL Subsidiaries'), as it
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ACN/ARSN (ifapplicable) 004 080 264
There was a change inthe interests of the substantial holder on | 07/10/2015 |
The previous notice was given to the company on | 17/10/2013 |
The previous notice was dated | 17/10/2013 |
2. Previous and present voting power |
The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:
Classof securities (4) | Previous notice | Present notice |
Person's votes I Votina oower 15 | Person's votes I Votina oower f5l | |
Ordinary fully paid shares | 75,556,040 I 6.565o/o | 75.556.040 I 5.108°/o |
3. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
Date of change | Person Nature of change (6) whose relevant interest | Consider ation given in relation | Class and number of securities affected | Person's votes affected |
Dilution to 6.044°/o following issue | 75,556,040 | |||
Incitec Pivot Limited of shares by CNX in relation to | •ully paid | |||
06/12/2013 | and each of the IPL executive incentive plan and in | rdinary | ||
Subsidiaries consideration of interest costs | N/A | lshares | 75,556,040 | |
75,556,040 | ||||
Incitec Pivot Limited Dilution to 6.010°/o following issue and each of the IPL pf shares by CNX in | lfully paid !ordinary | |||
11/03/2014 | Subsidiaries consideration of interest costs | N/A | shares | 75,556,040 |
75,556,040 | ||||
Incitec Pivot Limited Dilution to 5.968°/o following issue | ully paid | |||
and each of the IPL !Of shares by CNX in | ordinary | |||
9/05/2014 | Subsidiaries consideration of interest costs | N/A | hares | 75,556,040 |
75,556,040 | ||||
Incitec Pivot Limited Dilution to 5.942% following issue | ully paid | |||
and each of the IPL !of shares by CNX in | ordinary | |||
01/09/2014 | Subsidiaries consideration of interest costs | N/A | shares | 75,556,040 |
75,556,040 | ||||
Incitec Pivot Limited Dilution to 5.469o/o following issue | ully paid | |||
and each of the IPL of shares by CNX in relation to | ordinary | |||
15/10/2014 | Subsidiaries executive incentive olan | N/A | shares | 75,556,040 |
75,556,040 | ||||
Incitec Pivot Limited Dilution to 5.462°/o followino issue | 'ullv oaid | |||
and each of the IPL of shares by CNX on the exercise | prdinary | |||
16/10/2014 | Subsidiaries of options | N/A | lshares | 75,556,040 |
----·-------·- -------------------------- ------------------------·-----
1 1 lncrease to 5.665o/o at the close of the | N/A | 75,556,040 fully paid ordinary Shares | 75,556,040 | ||
31/10/2014 | Incitec Pivot Limited and each of the IPL Subsidiaries | ully subscribed and on the exercise of options. No change to relevant interest | |||
01/12/2014 | Incitec Pivot Limited and each of the IPL Subsidiaries | Dilution to 5.653°/o following issue of shares by CNX in consideration of interest costs and on the exercise of options | N/A | 75,556,040 i.,ully paid !ordinary lshares | 75,556,040 |
02/03/2015 | Incitec Pivot Limited and each of the IPL Subsidiaries | Dilution to 5.635o/o following issue of shares by CNX in consideration of interest costs | N/A | 75,556,040 fully paid !ordinary lshares | 75,556,040 |
02/06/2015 | Incitec Pivot Limited oind each of the IPL Subsidiaries | Dilution to 5.614°/o following issue lot shares by CNX in consideration of interest costs | N/A | 5.556,040 trully paid brdinary lshares | 75,556,040 |
8/08/2015 | Incitec Pivot Limited and each of the IPL Subsidiaries | Dilution to 5.575°/o following issue lof shares by CNX in consideration of interest costs | N/A | 75,556,040 'ully paid ordinary !shares | 75,556,040 |
!Incitec Pivot Limited | Dilution to 5.108°/o following issue bf shares by CNX under a lacement | N/A | 75,556,040 ully paid ordinary shares | 75,556,040 | |
and each of the IPL 07/10/2015 Subsidiaries | |||||
. . . • share purchase plan which was not
Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
Holder of relevant interest
Registered holder of securities
Person entitled to be registered as holder (8)
Nature of relevant interest (6)
Class and number of securities
Person'svotes
Incitec Pivot Limited
Incitec Pivot Limited
Incitec Pivot Limited
Registered holder for the purposes of section 608(1)
75,556,040
fully paid
shares
75,556,040
Changes in association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9)with, the substantial holder in relation to voting interests in the company or scheme are asfollows:
Name and ACNIARSN (if applicable)
Nature of association
Not applicable
Not annlicable
Addresses
The addresses of persons named in this form are as follows:
I Name | Address |
11 ncitec Pivot Limited | Level 8, 28 Freshwater Place, Southbank, Victoria 3006 |
IEach of the IPL Subsidiaries | See Annexure A |
Signature
print name Daniella Pereira capacity Company Secretary
sign here
date
14/ 10/2015
DIRECTIONS
Ifthere are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the furn, as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
See the definition of 'associate' in section 9 of the Corporations Act 2001.
See the definition of ttrelevant interesr in sections 608 and 6718(7) of the Corporations Act 2001.
The voting shares of a company constitute one class unless divided into separate classes.
The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
Include details of:
any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 6718(4)applies, a copy of any document setting out the tem,s of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).
See the definition of 'relevant agreement' in section 9 of the Corporations Act 2001.
Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, becom'e entifled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write 'unknown'.
Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
Annexure A
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Name: Daniella Pereira Capacity: Company Secretary Date: 14 October 2015Name of Entity | Country of incorporation |
Incitec Fertilizers Limited | Australia |
TOP Australia Ltd | Australia |
Southern Cross Fertilisers Ply Ltd | Australia |
Southern Cross International Ply Ltd | Australia |
Incitec Pivot LTl Plan Company Ply Limited | Australia |
Incitec Pivot Holdings (Hong Kong) Limited | Hong Kong |
Incitec Pivot Explosives Holdings Ply Limited | Australia |
TinLinhe Nitrogen Limited | Hong Kong |
Quantum Fertilisers Limited | Hong Kong |
Coltivi Insurance Pie Limited | Singapore |
Queensland Operations Ply Limited | Australia |
Incitec Pivot Investments 1 Ply Ltd | Australia |
Incitec Pivot Investments 2 Ply Ltd | Australia |
Incitec Pivot US Investments | USA |
Incitec Pivot US Holdings Ply Ltd | Australia |
Incitec Pivot Management LLC | USA |
Incitec Pivot Finance LLC | USA |
Incitec Pivot Finance Australia Ply Ltd | Australia |
Dyna Nobel Ply Limited | Australia |
Dyna Nobel Australia LLC | USA |
Prime Manufacturing Ltd | New Zealand |
The Dyna Nobel SPS LLC | USA |
Dyna Nobel Europe Ply Ltd | Australia |
Dyna Nobel Management Ply Limited | Australia |
Industrial Investments Australia Finance Ply Limited | Australia |
Dyna Nobel Holdings IV LLC | USA |
Dyna Nobel Holdings USA Ill Inc. | USA |
Dyno Nobel Holdings USA II | USA |
Dyna Nobel Holdings USA II Inc. | USA |
Dyna Nobel Holdings USA Inc. | USA |
Dyna Nobel Inc | USA |
Dyno Nobel Transportation Inc. | USA |
Simsbury Hopmeadow Street LLC | USA |
Dyna Nobel Holdings V LLC | USA |
Tradestar Corporation | USA |
Dyna Nobel Explosivos Chile Limitada | Chile |
Name of Entity | Country of incorporation |
CMMPM, LLC | USA |
CMMPM Holdings LP. | USA |
Dyna Nobel Peru S.A. | Peru |
Dyno Nobel Mexico, S.A. de C.V. | Mexico |
Dyna Nobel Canada Inc. | Canada |
Dyna Nobel Transportation Canada Inc. | Canada |
Dyno Nobel Nunavut Inc. | Canada |
Incitec Pivot Finance Canada Inc. | Canada |
Polar Explosives 2000 Inc. | Canada |
Polar Explosives Ltd | Canada |
Dyno Nobel Asia Pacific Ply Limited | Australia |
Dampier Nitrogen Ply Ltd | Australia |
DNX Australia Ply Ltd | Australia |
DNX Papua New Guinea Ltd | PNG |
Dyna Nobel Moranbah Pty Ltd | Australia |
Dyno Nobel Moura Ply Limited | Australia |
PT DNX Indonesia | Indonesia |
Nitromak DNX Kimya Sanayii A.S. | Turkey |
SC Romnitro Explosives Sri. | Romania |
DNX Nitro Industrial Kimike Sh.p.k | Albania |
Dyno Nobel Louisiana Ammonia, LLC | USA |
Dyna Nobel Waggaman Inc | Canada |
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