SSH – BP New Zealand Holdings Limited, Europa Oil NZ Ltd

Disclosure of movement of 1% or more in substantial holding Section 277, Financial Markets Conduct Act 2013 To NZX Limited and To The New Zealand Refining Company Limited Relevant event being disclosed: movement of 1% or more in the substantial holding Date of relevant event: 21 March 2017 Date this disclosure made: 21 March 2017 Date last disclosure made: 17 March 2017 Substantial product holders giving disclosure Full names: BP New Zealand Holdings Limited, Europa Oil NZ Limited Summary of substantial holding Class of quoted voting products: Ordinary Shares (NZX code: NZR) Summary for BP New Zealand Holdings Limited and Europa Oil NZ Limited For this disclosure,-- (a) total number held in class: 31,572,640 Ordinary Shares (b) total in class: 312,576,453 Ordinary Shares (c) total percentage held in class: 10.101% For last disclosure,-- (a) total number held in class: 66,240,021 Ordinary Shares (b) total in class: 312,576,453 Ordinary Shares (c) total percentage held in class: 21.192% Details of transactions and events giving rise to relevant event Details of the transactions or other events requiring disclosure: On 16 March 2017, BP New Zealand Holdings Limited and Europa Oil NZ Limited entered into a block trade agreement with Deutsche Craigs Limited (attached to the disclosure dated 17 March 2017), in accordance with which BP New Zealand Holdings Limited agreed to sell 10,667,367 Ordinary Shares, and Europa Oil NZ Limited agreed to sell 24,000,014 Ordinary Shares (being its entire holding), in the New Zealand Refining Company Limited to investors. The sale of the above Ordinary Shares was effected on 17 March 2017, at a sale price of NZ$2.32 per Ordinary Share for aggregate gross consideration of NZ$80,428,323.92, with settlement occurring on 21 March 2017. Details after relevant event Details for BP New Zealand Holdings Limited Nature of relevant interest: BP New Zealand Holdings Limited is the registered holder and beneficial owner of 31,572,640 Ordinary Shares For that relevant interest,-- (a) number held in class: 31,572,640 Ordinary Shares (b) percentage held in class: 10.101% (c) current registered holder: BP New Zealand Holdings Limited (d) registered holders once transfers are registered: N/A Details for Europa Oil NZ Limited Nature of relevant interest: BP New Zealand Holdings Limited is the registered holder and beneficial owner of 31,572,640 Ordinary Shares. As a wholly-owned subsidiary of BP New Zealand Holdings Limited, Europa Oil NZ Limited has a relevant interest in those Ordinary Shares only under section 237(d) of the Financial Markets Conduct Act 2013 For that relevant interest,-- (a) number held in class: 31,572,640 Ordinary Shares (b) percentage held in class: 10.101% (c) current registered holder: BP New Zealand Holdings Limited (d) registered holders once transfers are registered: N/A Additional information Addresses of substantial product holders: Watercare House, 73 Remuera Road, Newmarket, Auckland, 1050, New Zealand Contact details: Rachael Lynch, Phone: +64 21 893 884, Email: rachael.lynch@bp.com Nature of connection between substantial product holders: Europa Oil NZ Limited is a wholly-owned subsidiary of BP New Zealand Holdings Limited Name of any other person believed to have given, or believed to be required to give, a disclosure under the Financial Markets Conduct Act 2013 in relation to the financial products to which this disclosure relates: N/A Certification I, Rachael Lynch, certify that, to the best of my knowledge and belief, the information contained in this disclosure is correct and that I am duly authorised to make this disclosure by all persons for whom it is made. End CA:00298618 For:NZR Type:SSH Time:2017-03-21 16:40:00