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71a6aec7-ed23-41be-9781-5a295603e0c2.pdf
Form 604
Corporations Act 2001
Section 6718
Notice of change of interests of substantial holder
To Company Name/Scheme Carbon Energy Limited
ACN/ARSN ACN 057 552 137
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Details of substantial holder (1)
Name Pacific Road Capital A Pty Limited ACN 123 091 976
Pacific Road Capital B Pty Limited ACN 123 091 930
PRCM Nominees Pty Limited ACN 123 215 681
Pacific Road Capital Management Limited ACN 117 934 586 Pacific Road Capital Management G.P. Limited
Pacific Road Carbon Energy NV
ACN/ARSN (if applicable) See above
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There was a change in the interests of the
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substantial holder on
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1 / 12 / 2014 - 13 / 04 / 2016
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The previous notice was given to the company on
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23 / 09 / 2014
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The previous notice was dated
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23 / 09 / 2014
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Previous and present voting power
The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate
Class of securities (4)
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Previous notice
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Present notice
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Person's votes
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Voting power (5)
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Person's votes
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Voting power (5)
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Ordinary Shares
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111,322,970
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8.8%
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149,536,179
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8.5%
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(2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:
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Changes in relevant interests
Date of change
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Person whose relevant interest changed
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Nature of change (6)
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Consideration given in relation to change (7)
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Class and number of securities affected
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Person's votes affected
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1/12/14
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PRCM Nominees Pty Limited
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Issue of shares in lieu of interest on Convertible Note
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n/a
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563,716
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563,716
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1/12/ 14
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Pacific Road Carbon Energy NV
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Issue of shares in lieu of interest on Convertible Note
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n/a
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2,274,739
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2,274,739
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2/3/15
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PRCM Nominees Ply Limited
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Issue of shares in lieu of interest on Convertible Note
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n/a
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848,442
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848,442
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2/3/15
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Pacific Road Carbon Energy NV
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Issue of shares in lieu of interest on Convertible Note
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n/a
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3,423,674
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3,423,674
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2/6/15
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PRCM Nominees Pty Limited
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Issue of shares in lieu of interest on Convertible Note
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n/a
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980,278
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980,278
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2/6/15
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Pacific Road Carbon Energy NV
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Issue of shares in lieu of interest on Convertible Note
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n/a
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3,955,667
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3,955,667
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28/8/15
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PRCM Nominees Pty Limited
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Issue of shares in lieu of interest on Convertible Note
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n/a
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1,881,880
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1,881,880
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Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
28/8/15
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Pacific Road Carbon Energy NV
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Issue of shares in lieu of interest on Convertible Note
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n/a
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7,593,864
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7,593,864
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3/12/15
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PRCM Nominees Pty Limited
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Issue of shares in lieu of interest on Convertible Note
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n/a
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1,762,606
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1,762,606
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3/12/15
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Pacific Road Carbon Energy NV
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Issue of shares in lieu of interest on Convertible Note
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n/a
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7,112,563
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7,112,563
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3/12/15
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PRCM Nominees Pty Limited
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Issue of shares in lieu of interest on Convertible Note
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n/a
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1,552,212
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1,552,212
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3/12/15
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Pacific Road Carbon Energy NV
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Issue of shares in lieu of interest on Convertible Note
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n/a
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6,263,57 1
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6,263,571
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13/4/16
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Pacific Road Capital A Pty Limited
Pacific Road Capital B Pty Limited
PRCM Nominees Pty Limited
Pacific Road Capital Management Ply Ltd
Pacific Road Capital Management G.P. Limited
Pacific Road Carbon Energy NV
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Diluted, due to non- participation in a new issue by Company to non-related party (Renounceable
rights issue and Rights issue Shortfall)
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n/a
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Present relevant interests
Holder of relevant interest
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Registered holder of securities
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Person entitled to be registered as holder (8)
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Nature of relevant interest (6)
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Class and number of securities
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Person's votes
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Pacific Road Capital Management Pty Ltd
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Pacific Road Capital Management Pty Ltd ACN 117 934 586
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Pacific Road Capital Management Pty Ltd ACN 117 934 586
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Relevant interest in ordinary shares in Carbon Energy Limited under s608(3) Corporations Act
2001 (Cth)
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4, 166,666 ordinary shares in Carbon Energy Limited
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4,166,666
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Pacific Road Capital Management
G.P. Limited
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Pacific Road Carbon Energy NV
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Pacific Road Carbon Energy NV
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Relevant interest in ordinary shares in Carbon Energy Limited under s608(3) Corporations Act
2001 (Cth)
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116,499,152 ordinary shares in Carbon Energy Limited
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116,499.152
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Pacific Road Capital A Pty Limited
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PRCM Nominees Pty Limited ACN 123 215
68
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PRCM Nominees Pty Limited ACN 123
215 68
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Relevant interest in ordinary shares in Carbon Energy Limited under s608(3) Corporations Act
2001 (Cth)
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14,435,181ordinary shares in Carbon Energy Limited
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14,435,181
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Pacific Road Capital B Pty Limited
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PRCM Nominees Pty Limited ACN 123 215
68
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PRCM Nominees Ply Limited ACN 123
215 68
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Relevant interest in ordinary shares in Carbon Energy Limited under s608(3) Corporations Act
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14,435,181 ordinary shares in Carbon Energy Limited
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14,435,181
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Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
604 page 2/2 15 July 2001
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Changes in association
The persons who have become associates (2) of. ceased to be associates of,or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
Name and ACN/ARSN (if applicable)
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Nature of association
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Addresses
The addresses of persons named in this form are as follows:
Name
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Address
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Pacific Road Capital Management G.P.
Limited
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89 Nexus Way, Camana Bay, Grand Cayman KY1,Cayman Islands
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Pacific Road Capital A Pty Limited
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L2 88 George St,Sydney, NSW, Australia
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Pacific Road Capital B Ply Limited
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L2 88 George St, Sydney, NSW, Australia
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PRCM Nominees Ply Limited
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L2 88 George St, Sydney,NSW, Austral ia
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Pacific Road Capital Management Pty Ltd
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L2 88 George St, Sydney, NSW,Australia
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Pacific Road Carbon Energy NV
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Avenue Louise 331-333 ,1050 Brussels, Belgium
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Signature
print name Greg Dick Capacity
Secretary, Pacific Road Capital Management Pty Ltd
sign here
date 14 I 04 I 2016
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DIRECTIONS
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If there are a number of substant ial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifica lly named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
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See the definition of "associate" in section 9 of the Corporations Act 2001.
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See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
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The voting shares of a company constitute one class unless divided into separate classes.
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The person's votes divided by the totalvotes in the body corporate or scheme multiplied by 100.
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Include details of:
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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 statement by the person giving full and accurate details of any contract,scheme or arrangement, must accompany this form, together with a writte n statement certifying this
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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 particular securities to which the qualification applies).
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
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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 evenif the benefit is conditional on the happening or not of a contingency. Details must be included on any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions,even if they are not paid directly to the person from whom the relevant interest was acquired.
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If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown"'.
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Give details,if appropriate, of the present association and any change in that association since the last substantial holding notice.
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