Incitec Pivot : Appendix 3B ...

Appendix 3B

New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement,

application for quotation of additional securities

and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Incitec Pivot Limited ("IPL")

ABN

42 004 080 264

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

• +Class of +securities issued or to be issued

• Number of +securities issued or to be issued (if known) or maximum number which may be issued

• Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

Performance Rights (unquoted)

72,302 Performance Rights (unquoted)

Performance Rights issued pursuant to IPL employee incentive plan. The Performance Rights are issued at nil exercise price.

For further details, see IPL's FY2018 Remuneration Report and 2018 Notice of Meeting for Shareholders.

+ See chapter 19 for defined terms.

Appendix 3B Page 1

Appendix 3B New issue announcement

• Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?
  If the additional securities do not rank equally, please state:
• • the date from which they do
  • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
  • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

• Issue price or consideration

• Purpose of the issue
  (If issued as consideration for the acquisition of assets, clearly identify those assets)

• Dates of entering +securities into uncertificated holdings or despatch of certificates

• Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)

N/A

Nil

Performance Rights issued pursuant to IPL employee incentive plan.

24 May 2019

Number	+Class
1,605,783,967	Fully paid ordinary
	shares

+ See chapter 19 for defined terms.

Appendix 3B Page 2

Appendix 3B New issue announcement

• Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable)

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Number	+Class
4,881,245	Performance Rights
	(unquoted)

N/A

Part 2 - Bonus issue or pro rata issue

11	Is security holder approval required?	N/A

1. Is the issue renounceable or non- renounceable?
2. Ratio in which the +securities will be offered
3. +Class of +securities to which the offer relates
4. +Record date to determine entitlements
5. Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

N/A

N/A

N/A

N/A

N/A

1. Policy for deciding entitlements in relation to fractions
2. Names of countries in which the entity has +security holders who will not be sent new issue documents

Note: Security holders must be told how their entitlements are to be dealt with.

Cross reference: rule 7.7.

N/A

N/A

19	Closing date for receipt of acceptances	N/A
	or renunciations

+ See chapter 19 for defined terms.

Appendix 3B Page 3

Appendix 3B

New issue announcement

20	Names of any underwriters	N/A

21	Amount of any underwriting fee or	N/A
	commission
22	Names of any brokers to the issue	N/A

1. Fee or commission payable to the broker to the issue
2. Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders

N/A

N/A

25	If the issue is contingent on +security	N/A
	holders' approval, the date of the
	meeting
26	Date entitlement and acceptance form	N/A
	and prospectus or Product Disclosure
	Statement will be sent to persons
	entitled
27	If the entity has issued options, and the	N/A
	terms entitle option holders to
	participate on exercise, the date on
	which notices will be sent to option
	holders
28	Date rights trading will begin (if	N/A
	applicable)
29	Date rights trading will end (if	N/A
	applicable)

1. How do +security holders sell their entitlements in full through a broker?
2. How do +security holders sell part of their entitlements through a broker and accept for the balance?
3. How do +security holders dispose of their entitlements (except by sale through a broker)?

N/A

N/A

N/A

+ See chapter 19 for defined terms.

Appendix 3B Page 4

Appendix 3B

New issue announcement

33	+Despatch date	N/A

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities (tick one)

(a)		Securities described in Part 1
(b)		All other securities
		Example: restricted securities at the end of the escrowed period, partly paid securities that become fully
		paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of
		convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35		If the +securities are +equity securities, the names of the 20 largest holders of the additional
		+securities, and the number and percentage of additional +securities held by those holders
36		If the +securities are +equity securities, a distribution schedule of the additional +securities setting
		out the number of holders in the categories
		1 - 1,000
		1,001 - 5,000
		5,001 - 10,000
		10,001 - 100,000
		100,001 and over
37		A copy of any trust deed for the additional +securities

+ See chapter 19 for defined terms.

Appendix 3B Page 5