DYNO NOBEL LIMITED. — Capital/Financing Update 2017

Apr 18, 2017

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Office of the Company Secretary

ABN 42 004 080 264

19 April 2017

Registered Office: Level 8, 28 Freshwater Place Southbank Victoria 3006

Tel: (61 3) 8695 4400 Fax: (61 3) 8695 4419 www.incitecpivot.com.au

The Manager Company Announcements Office Australian Securities Exchange Level 4, North Tower Rialto 525 Collins Street MELBOURNE VIC 3000

Dear Sir or Madam

Electronic Lodgement

Appendix 3B

In accordance with the listing rules, I attach for release to the market an Appendix 3B.

Yours faithfully

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Daniella Pereira Company Secretary

Attach.

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 give n 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).

1+Class of+securities issued or to beissued2Number of +securities issued or to beissued (if known) or maximum numberwhich may be issued3Principal terms of the +securities (eg, ifoptions, exercise price and expiry date;if partly paid +securities, the amountoutstanding and due dates for payment;if +convertible securities, the conversionprice and dates for conversion)	Performance Rights (unquoted)
	228,832 Performance Rights (unquoted)
	Performance Rights issued, at nil exercise priceunder IPL’s Long Term Incentive PerformanceRights Plan. Vesting of the Performance Rightsis subject to performance hurdles.

• See chapter 19 for defined terms.

Appendix 3B Page 1

Appendix 3B New issue announcement

4Do the +securities rank equally in allrespects from the date of allotment withan existing +class of quoted +securities?If the additional securities do not rankequally, please state:the date from which they dothe extent to which they participatefor the next dividend, (in the case ofa trust, distribution) or interestpaymentthe extent to which they do not rankequally, other than in relation to thenext dividend, distribution or interestpayment5Issue price or consideration6Purpose of the issue(If issued as consideration for theacquisition of assets, clearly identifythose assets)7Dates of entering +securities intouncertificated holdings or despatch ofcertificates8Number and +class of all +securitiesquoted on ASX (_including_thesecurities in clause 2 if applicable)	No, the Performance Rights are not quoted.Upon vesting, the Performance Rights entitle theholder to acquire fully paid ordinary shares inIPL, on a one right to one share basis. Thesefully paid ordinary shares will rank equally withexisting fully paid ordinary shares.The Performance Rights have no dividendentitlement prior to vesting.	No, the Performance Rights are not quoted.Upon vesting, the Performance Rights entitle theholder to acquire fully paid ordinary shares inIPL, on a one right to one share basis. Thesefully paid ordinary shares will rank equally withexisting fully paid ordinary shares.The Performance Rights have no dividendentitlement prior to vesting.
	Nil
	Performance Rights issued under IPL’s LongTerm Incentive Performance Rights Plan.
	19 April 2017
	Number	+Class
	1,687,170,521	Fully paid ordinaryshares

• See chapter 19 for defined terms.

Appendix 3B Page 2

Appendix 3B New issue announcement

9Number and +class of all +securitiesnot quoted on ASX (_including_thesecurities in clause 2 if applicable)10Dividend policy (in the case of a trust,distribution policy) on the increasedcapital (interests)	Number	+Class
	5,469,485	Performance Rights(unquoted)
	N/A

Part 2 - Bonus issue or pro rata issue

11Is security holder approval required?12Is the issue renounceable or non-renounceable?13Ratio in which the +securities will beoffered14+Class of +securities to which the offerrelates15+Record date to determine entitlements16Will holdings on different registers (orsubregisters) be aggregated forcalculating entitlements?	11Is security holder approval required?12Is the issue renounceable or non-renounceable?13Ratio in which the +securities will beoffered14+Class of +securities to which the offerrelates15+Record date to determine entitlements16Will holdings on different registers (orsubregisters) be aggregated forcalculating entitlements?	N/A	N/A	N/A
		N/A
		N/A
		N/A
		N/A
		N/A
17Policrelati	y for deciding entitlements inon to fractions
		N/A
18Namhas +sent	es of countries in which the entitysecurity holders who will not benew issue documents	N/A
Note: Security holders must be told howtheir entitlements are to be dealt with.Cross reference: rule 7.7.19Closing date for receipt of acceptancesor renunciations
		N/A

• See chapter 19 for defined terms.

Appendix 3B Page 3

Appendix 3B New issue announcement

20Names of any underwriters21Amount of any underwriting fee orcommission22Names of any brokers to the issue23Fee or commission payable to thebroker to the issue24Amount of any handling fee payable tobrokers who lodge acceptances orrenunciations on behalf of +securityholders25If the issue is contingent on +securityholders’ approval, the date of themeeting26Date entitlement and acceptance formand prospectus or Product DisclosureStatement will be sent to personsentitled27If the entity has issued options, and theterms entitle option holders toparticipate on exercise, the date onwhich notices will be sent to optionholders28Date rights trading will begin (ifapplicable)29Date rights trading will end (ifapplicable)30How do +security holders sell theirentitlements_in full_through a broker?31How do +security holders sell_part_oftheir entitlements through a broker andaccept for the balance?32How do +security holders dispose oftheir entitlements (except by salethrough a broker)?	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	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

Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of securities for which + quotation is sought 39 Class of[+] securities for which quotation is sought 40 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 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) Number +Class 42 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 38)

• See chapter 19 for defined terms.

Appendix 3B Page 6

Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

  • The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

  • There is no reason why those[+] securities should not be granted[+] quotation.

  • An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

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Sign here: ............................................................ Date: 19 April 2017 (Company Secretary)

Print name: Daniella Pereira

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• See chapter 19 for defined terms.

Appendix 3B Page 7