PRO-PAC PACKAGING LIMITED — Capital/Financing Update 2012

Apr 10, 2012

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

Pro-Pac Packaging Limited

ABN

36 112 971 874

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 tobe issued (if known) or maximumnumber which may be issued3Principal terms of the+securities (eg,if options, exercise price and expirydate; if partly paid+securities, theamount outstanding and due datesforpayment;if+convertiblesecurities, the conversion price anddates for conversion)	Fully paid ordinary shares
	41,593,578
	Ranking equally with existing fully paidordinary shares, save that none of the41,593,578 new shares issued will participateinthedividendannouncedby Pro-PacPackaging Limited on 20 February 2012.

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

4 Do the[+] securities rank equally in all Ranking equally with existing fully paid respects from the date of allotment ordinary shares, save that none of the +with an existing securities?[+] class of quoted 41,593,578 new shares issued will participate in the dividend announced by Pro-Pac Packaging Limited on 20 February 2012. 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 5 Issue price or consideration A$0.45 6 Purpose of the issue To fund identified acquisition targets and (If issued as consideration for the associated working capital requirements. acquisition of assets, clearly identify those assets) 7 Dates of entering[+] securities into 11 April 2012 uncertificated holdings or despatch of certificates Number +Class 8 Number and +class of all 210,987,804 Ordinary shares +securities quoted on ASX ( including the securities in clause 2 if applicable)

• See chapter 19 for defined terms.

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24/10/2005

Appendix 3B New issue announcement

				Number+Class
9	Numberand+class	of	all
	+securities not quoted on ASX
	(_including_the securities in clause 2
	if applicable)
10	Dividend policy (in the case		of a	Ranking equally with existing fully paid
	trust, distribution policy)	on the		ordinary shares, save that none of the
	increased capital (interests)			41,593,578 new shares issued will participate in
				the dividend announced by Pro-Pac Packaging
				Limited on 20 February2012.

Part 2 - Bonus issue or pro rata issue

11	Issecurityholder	Issecurityholder		approval	approval	N/A
	required?
12	Is the issue renounceable or				non-	N/A
	renounceable?
13	Ratio in which the+securities will					N/A
	be offered
14	+Class of+securities to			which the		N/A
	offer relates
15	+Recorddate	to		determine		N/A
	entitlements
16	Will holdings on	different registers				N/A
	(or subregisters)	be aggregated for
	calculating entitlements?
17	Policy for deciding entitlements in					N/A
	relation to fractions
18	Names of countries in			which the		N/A
	entity has+security holders				who
	willnotbe	sent	new		issue
	documents
	Note: Security holders	must be		told how their
	entitlements are to be dealt with.
	Cross reference: rule 7.7.
19	Closingdate	for	receipt		of	N/A
	acceptances or renunciations

• See chapter 19 for defined terms.

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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 payableto brokers who lodge acceptancesor renunciations on behalf of+security holders25If the issue is contingent on+security holders’ approval, the dateof the meeting26Date entitlement and acceptanceform and prospectus or ProductDisclosure Statement will be sent topersons entitled27If the entity has issued options, andthe terms 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 abroker?31How do+security holders sell_part_of their entitlements through abroker and accept for the balance?	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.

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1/1/2003

Appendix 3B New issue announcement

• 32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?

N/A

• 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.

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Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38	Number of securities for which	N/A
	+quotation is sought
39	Class of+securities for which	N/A
	quotation is sought
40	Do the+securities rank equally in all	N/A
	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
	• theextenttowhichthey
	participate for the next dividend,
	(inthecaseofatrust,
	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	N/A
	now
	Example: In the case of restricted securities, end of
	restriction period
	(ifissueduponconversion of
	another security, clearly identify that
	other security)
		Number	+Class
42	Number and+class of all+securities	N/A
	quoted on ASX (_including_the
	securities in clause 38)

• See chapter 19 for defined terms.

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1/1/2003

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.

11/04/2012 Sign here: ............................................................ Date: ......................... ( ~~Director/C~~ ompany secretary)

Mark Saus

Print name:

......................................................... == == == == ==

• See chapter 19 for defined terms.

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