Disclosure of movement of 1% or more in substantial holding
or change in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To New Zealand Oil & Gas Limited (''NZO''), NZX: NZO
Relevant event being disclosed: Change in nature of relevant interest /
movement of 1% or more
Date of relevant event: 18 October 2017
Date this disclosure made: 19 October 2017
Date last disclosure made: 10 October 2017
Substantial product holder(s) giving disclosure
Full name(s): Zeta Energy Pte Limited (a subsidiary of Zeta Resources
Limited) (''Zeta Energy'') and ICM Limited (''ICM'')
Summary of substantial holding
Class of quoted voting products: Fully paid ordinary shares
Summary for ICM
For this disclosure,--
(a) total number held in class: 33,802,947
(b) total in class: 159,528,718
(c) total percentage held in class: 21.189%
For last disclosure,--
(a) total number held in class: 49,587,502
(b) total in class: 159,528,718
(c) total percentage held in class: 31.084%
Summary for Zeta Energy
For this disclosure,--
(a) total number held in class: 27,831,121
(b) total in class: 159,528,718
(c) total percentage held in class: 17.446%
For last disclosure,--
(a) total number held in class: 49,587,502
(b) total in class: 159,528,718
(c) total percentage held in class: 31.084%
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure: Lapse of
Zeta Energy''s partial takeover offer for 42% of each class of NZO shares that
it did not already hold or control (''Offer'') on 18 October 2017. Zeta Energy
did not receive sufficient acceptances under the Offer to satisfy the minimum
acceptance condition of the Offer, and accordingly
the Offer has lapsed.
Details after relevant event
Details for: Zeta Energy
Nature of relevant interest(s): Beneficial owner
For that relevant interest,--
(a) number held in class: 27,103,776
(b) percentage held in class: 16.990%
(c) current registered holder(s): No change since previous disclosure
(d) registered holder(s) once transfers are registered: N/A
Details for: Zeta Energy
Nature of relevant interest(s): Power to exercise a majority of the voting
rights in Pan Pacific Petroleum NL (''PPP'') as majority shareholder of PPP.
PPP is the beneficial owner of
the shares. No relevant agreement need be attached under regulation 139.
For that relevant interest,--
(a) number held in class: 727,345
(b) percentage held in class: 0.456%
(c) current registered holder(s): No change since previous disclosure
(d) registered holder(s) once transfers are registered: N/A
Details for: ICM
Nature of relevant interest(s): Qualified - power to exercise, or to control
the exercise of, a right to vote attached to shares / power to acquire or
dispose of, or to control the
acquisition or disposal of, shares. ICM''s relevant interest arises only from
its powers of investment under investment management and advisory contracts
in respect of Zeta Energy, Bermuda Commercial Bank Limited (''BCB''), and UIL
Limited (''UIL''). No relevant agreement need be attached under regulation 139.
For that relevant interest,--
(a) number held in class: 33,802,947
(b) percentage held in class: 21.189%
(c) current registered holder(s): As outlined above for Zeta Energy and PPP,
plus HSBC Nominees (New Zealand) Limited, JP Morgan Nominees, FNZ Custodians
Ltd
(d) registered holder(s) once transfers are registered: N/A
Additional information
Address(es) of substantial product holder(s):
Zeta Energy: 896 Dunearn Road #04-09, Singapore 589472
ICM: 34 Bermudiana Road, Hamilton HM11, Bermuda
Contact details for queries: Dugald Morrison, +64 4 901 7600,
dugald.morrison@icm.limited
Nature of connection between substantial product holders: ICM Limited manages
funds for Zeta Energy, BCB, and UIL. PPP is majority-owned by Zeta Energy.
UIL is the majority shareholder of Zeta Resources Limited. Zeta Energy is a
wholly-owned subsidiary of Zeta Resources Limited.
Name of any other person believed to have given, or believed to be required
to give, a disclosure under the Financial Markets Conduct Act 2013 in
relation to the financial
products to which this disclosure relates: H & G Limited.
Certification
I, John Dugald Flinders Morrison, certify that, to the best of my knowledge
and belief, the information contained in this disclosure is correct and that
I am duly authorised to make
this disclosure by all persons for whom it is made.
End CA:00308950 For:NZO Type:SHINTR Time:2017-10-19 09:52:19