Z Energy Limited

[2022] NZHC 821

IN THE HIGH COURT OF NEW ZEALAND WELLINGTON REGISTRY

I TE KŌTI MATUA O AOTEAROA TE WHANGANUI-A-TARA ROHE

CIV-2022-485-55

[2022] NZHC 821

IN THE MATTER

Commercial Panel

of a scheme of arrangement under Part 15 of the Companies Act 1993

IN THE MATTER

of an application by Z ENERGY LIMITED Applicant

Hearing:

26 April 2022

Counsel:

L L Fraser and L A Murton for Applicant

J Q Wilson and T M J Shiels for Ampol Limited and Ampol Holdings NZ Limited (Interested Party)

Judgment:

26 April 2022

RESULTS JUDGMENT OF ELLIS J

[1]                  Z Energy Limited seeks orders under Part 15 of the Companies Act 1993 approving a scheme of arrangement (the Scheme). The Court made initial orders on 21 February 2022 as to service, representation and the seeking of shareholder approval for the Scheme. The Scheme has subsequently been approved by shareholders and all other preconditions stipulated in the initial orders have been met.

[2]                  For reasons that I will deliver in more detail shortly, the proposed scheme is approved. I therefore make orders that:

(a)the proposed scheme of arrangement between the applicant, Z Energy, and its shareholders, as described in the Scheme Plan (annexed to these

RE Z ENERGY LIMITED [2022] NZHC 821 [26 April 2022]

orders), is approved and binding upon Z Energy, all of its shareholders, Ampol, Ampol NZ, and all such other persons as are necessary to give effect to the Scheme; and

(b)Z Energy is granted leave to apply to the Court for approval of any amendment, modification or supplement to the Scheme.

Rebecca Ellis J

Solicitors:

Chapman Tripp, Wellington for Applicant Bell Gully, Auckland for Interested Party