ENERO GROUP LIMITED — Major Shareholding Notification 2011

Mar 10, 2011

605 page 2/2 15 July 2000

Form 605

Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme	Photon Group Limited
ACN/ARSN	091 524 515
1. Details of substantial holder (1)
Name	Och-Ziff Holding Corporation and Och-Ziff Capital Management Group LLC on behalf of themselves, OZ Management LP, OZ Management II LP and their controlled entities OZ Asia Master Fund Ltd, Gordel Holdings Ltd, OZ Select Master Fund, Ltd, OZ Master Fund, Ltd, OZ Global Special Investments Master Fund, LP. and OZ ELS Master Fund, Ltd
ACN/ARSN (if applicable)	Not applicable
The holder ceased to be a substantial holder on	4 March 2011
The previous notice was given to the company on	1 October 2010
The previous notice was dated	l October 2010

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the company or scheme, since
the substantial holder was last required

Date of change	Person whose relevant interest changed	Nature of change (4)	Consideration given in relation to changes (5)	Class (6) and number of securities affected	Person's votes affected
30/9/2010- 4/3/2011	Och-Ziff Holding Corporation	Changed as a result of changes in holding of controlled entities (see below)	Refer to Annexure A	8,862,395 fully paid ordinary shares	8,862,395
	Och-Ziff Capital Management Group LLC	Changed as a result of changes in holding of controlled entities (see below)	Refer to Annexure A	8,862,395 fully paid ordinary shares	8,862,395
	Oz Management LP	Changed as a result of changes in holding of controlled entities (see below)	Refer to Annexure A	8,862,395 tully paid ordinary shares	8,862,395
	Oz Management II LP	Changed as a result of changes in holding of controlled entities (see below)	Refer to Annexure A	825,607 fully paid ordinary shares	825,607
	OZ Asia Master Fund. Ltd.	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A
	Gordel Holdings Ltd	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A
	OZ Select Master Fund. Ltd	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A
	OZ Master Fund, Ltd.	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A
	OZ ELS Master Fund, Ltd.	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A
	OZ Global Special Investments Master Fund LP.	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A	Refer to Annexure A

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

______ -------------------------------------- ___ and Name ACN/ARSN (It . applice i жарне. ,,,,,,,,,,,,,,,,,,,,,,,,,, ---------------------------------------	-------------------------------------- -------------------- -------------------------------------- Nature ociation
TERMS AND RESIDENTS OF A REAL PROPERTY AND INCOME.	---------------------------------------
---	,,,,,,,,, ,,,,,,,,,,,,,,,,,,,,,,,,,,,
N/A	---------------------------------------
_____	--------------------------------------
---------------------------------------	-------------------
-----------------------	---------------------------------------

	------------------
___ ------- . ---- ---	$-111111$ _______

4. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Och-Ziff Holding Corporation	c/o The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, U.S.A.
Och-Ziff Capital Management Group LLC	c/o The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, U.S.A.
Oz Management LP	c/o The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, U.S.A.
Oz Management II LP	c/o The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, U.S.A.
OZ Asia Master Fund, Ltd.	c/o Goldman Sachs (Cayman) Trust, Limited, P.O. Box 896, Suite 3307, Gardenia Court, 45 Market Street, Camana Bay, Grand Cayman Cayman Islands, B.W.I.
Gordel Holdings Ltd	c/o Trident Trust Company (BVI) Ltd., Trident Chambers, Wickhams Cay, Road Town, Tortola, British Virgin Islands.
OZ Select Master Fund, Ltd	c/o Goldman Sachs (Cayman) Trust, Limited, P.O. Box 896, Suite 3307, Gardenia Court, 45 Market Street, Camana Bay, Grand Cayman Cayman Islands, B.W.I.
OZ Master Fund, Ltd.	c/o Goldman Sachs (Cayman) Trust, Limited, P.O. Box 896, Suite 3307, Gardenia Court, 45 Market Street, Camana Bay, Grand Cayman Cayman Islands, B.W.I.
OZ ELS Master Fund, Ltd.	c/o Goldman Sachs (Cayman) Trust, Limited, P.O. Box 896, Suite 3307, Gardenia Court, 45 Market Street, Camana Bay, Grand Cayman Cayman Islands, B.W.I.
OZ Global Special Investments Master Fund, LP.	c/o Goldman Sachs (Cayman) Trust, Limited, P.O. Box 896, Suite 3307, Gardenia Court, 45 Market Street, Camana Bay, Grand Cayman Cayman Islands, B.W.I.

• If there 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 frust), the names could be included in an anne $(1)$ referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 4 of the form.
• $(2)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• $(3)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• $\langle 4 \rangle$ Include details of:
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of
  any document setting out the terms of any relevant agreement, and a statemen $(a)$ 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 $\qquad \qquad \textbf{(b)}$

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• $(5)$ 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, become entitled 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 th
• $(6)$ The voting shares of a company constitute one class unless divided into separate classes.
• $(7)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

$\bar{z}$

$\overline{\phantom{a}}$

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ANNEXURE A

Och-Ziff Holding Corporation and Och-Ziff Capital Management Group LLC on behalf of themselves, OZ Management LP, OZ Management II LP and their controlled entities:

OZ Asia Master Fund Ltd Gordel Holdings Ltd OZ Select Master Fund, Ltd OZ Master Fund, Ltd OZ Global Special Investments Master Fund, LP. OZ ELS Master Fund, Ltd

Holder of relevant interest: Holdings as of March 4, 2011:		OZ Asia Master Fund Ltd
		20,158,050
Date of Acquisition	BUY/SELL	CLASS AND NUMBER OF SECURITIES		VALUE
30-September-10	SELL	Fully Paid Ordinary Shares	$-335,710$	\$28,535,.35
4-October-10	SELL	Fully Paid Ordinary Shares	$-151.050$	\$12,688.20
4-March-11	SELL	Fully Paid Ordinary Shares	$-3,332,000$	\$226,576.00
		TOTAL:	$-3,818,760$	\$267,799.55

Holder of relevant interest: Holdings as of March 4, 2011:		Gordel Holdings Ltd
		2,202,900
Date of Acquisition	BUY/SELL	CLASS AND NUMBER OF SECURITIES		VALUE
30-September-10	SELL	Fully Paid Ordinary Shares	$-30,040$	\$2,553.40
$4$ -October-10	SELL.	Fully Paid Ordinary Shares	$-14.590$	\$1,225.56
		TOTAL:	-44.630	\$3,778.96

Holder of relevant interest:		OZ Select Master Fund, Ltd
Holdings as of March 4, 2011:		1.025.510
Date of Acquisition	BUY/SELL	CLASS AND NUMBER OF SECURITIES		VALUE
30-September-10	SELL.	Fully Paid Ordinary Shares	$-14.810$	\$1,258.85
$4$ -October- $10$	SELL.	Fully Paid Ordinary Shares	$-6,550$	\$550.20
		TOTAL:	$-21.360$	\$1,809.05

Holder of relevant interest: Holdings as of March 4, 2011:		OZ Master Fund, Ltd
		46,477,308
Date of Acquisition	BUY/SELL	CLASS AND NUMBER OF SECURITIES		VALUE
30-September-10	SELL	Fully Paid Ordinary Shares	-733.690	\$62,363.65
$4-October-10$	SELL.	Fully Paid Ordinary Shares	$-349.822$	\$29,385.05
4-March-11	SELL	Fully Paid Ordinary Shares	-4,668,000	\$317,424,00
		TOTAL:	$-5,751,512$	\$409,172.70

This is Annexure A of 2 pages referred to in Form 605 Notice of Ceasing to be a Substantial Holder

Holder of relevant interest:		OZ Global Special Investments Master Fund, LP.
Holdings as of March 4, 2011:		2.492.390
Date of Acquisition	BUY/SELL	CLASS AND NUMBER OF SECURITIES		VALUE
30-September-10	SELL.	Fully Paid Ordinary Shares	-35 750	\$3,038.75
$4$ -October-10	SELL.	Fully Paid Ordinary Shares	$-15.990$	\$1,343.16
		TOTAL:	-51.740	\$4,381.91

Holder of relevant interest: Holdings as of March 4, 2011:		OZ ELS Master Fund, Ltd
		825,607
Date of Acquisition	BUY/SELL	CLASS AND NUMBER OF SECURITIES		VALUE
4-January-11	BUY	Fully Paid Ordinary Shares	700.000	$-$ \$62,913.11
1-February-11	BUY	Fully Paid Ordinary Shares	68.603	$-$ \$5,971.44
l-March-11	BUY	Fully Paid Ordinary Shares	9,728	$-5749.85$
2-March-11	BUY	Fully Paid Ordinary Shares	47.276	$-$ \$3,672.65
		TOTAL:	825.607	-\$73,307.05

Signature:
Name:	Joel/M. Frank
Capacity:	Chief Financial Officer

This is Annexure A of 2 pages referred to in Form 605 Notice of Ceasing to be a Substantial Holder

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