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4 December 2014

New Britain Palm Oil Limited

("NBPOL", the "Group" or the "Company")

UPDATE ON CASH TAKEOVER OFFER FROM SIME DARBY PLANTATION

New Britain Palm Oil Limited (LSE: NBPO; POMSoX: NBO), one of the world's largest fully integrated producers of sustainable palm oil, provides the following update regarding the cash offer by Sime Darby Plantation Sdn Bhd ("Sime Darby Plantation") for all the issued and to be issued shares in NBPOL at a price of GBP 7.15 or PGK 28.79 per share (the "Offer").

Notice of Variation

The Company today received from Sime Darby Plantation a notice of variation ("Variation Notice") pursuant to Rule 15(1)(d) of the Takeovers Code 1998 of Papua New Guinea ("Takeovers Code").

The Variation Notice provides that Sime Darby Plantation is extending the Offer Period from its current 57 days to 90 days.  The Offer will now remain open until 5.00 pm on 20 January 2015 (PNG time) for acceptances received within PNG or 1.00 pm (UK time) on 20 January 2015 for acceptances received within the UK, unless the Offer is withdrawn or the Offer Period is further extended in accordance with the Takeovers Code.

Reason for Variation Notice

Sime Darby Plantation believes that the condition in Section 12.1(d) of the Offer Document ("EU Merger Filing Condition") may now not be satisfied by 18 December 2014.  This is because additional information needs to be provided to and considered by the EU Commission before the EU Commission issues its decision.  Sime Darby Plantation has decided to extend the Offer Period to give the EU Commission additional time to issue its decision and thereby satisfy the EU Merger Filing Condition.

A hard copy of the Variation Notice has been despatched to all NBPOL shareholders, depositary interest holders and LTIP participants.  A copy of the Variation Notice can also be downloaded at www.simedarby.com and www.nbpol.com.pg.

Level of acceptances received

The Company notes today's Bursa Malaysia announcement by Sime Darby Plantation's ultimate parent company, Sime Darby Berhad, with respect to the level of acceptances received in response to the Offer.  As at 3 December 2014, total acceptances representing 58.7% of NBPOL's voting shares have been received by Sime Darby Plantation.  This figure includes the acceptance in respect of 73,482,619 NBPOL shares held by Kulim (Malaysia) Berhad.

Sime Darby Plantation has confirmed that the 51% minimum acceptance condition in Section 12.1(a)(i) of the Offer Document has now been satisfied.

The Company will continue to update its shareholders of any further material developments in connection with the Offer.

Enquiries:

Website: www.nbpol.com.pg

Notes to editors:

NBPOL is a large scale integrated industrial producer of sustainable palm oil in Australasia, headquartered in Papua New Guinea ('PNG'). It has over 79,800 hectares of planted oil palm estates, over 7,700 hectares of sugar cane and a further 9,200 hectares of grazing pasture; twelve oil mills; two refineries, one in PNG, and one in Liverpool, UK; and a seed production and plant breeding facility. The Company is listed on both the Main Market of the London Stock Exchange and on the Port Moresby Stock Exchange in PNG.

NBPOL is fully vertically integrated, producing its own seed (which it also sells globally), planting, cultivating and harvesting its own land, and processing and refining palm oil (both in PNG and the UK). It also contracts directly with its end customers in the EU and arranges shipping of its products.

NBPOL has high regard for the importance of its sustainability credentials. It has achieved 100% certification of all estates, mills and smallholders to the Roundtable on Sustainable Palm Oil ('RSPO') standard. NBPOL continues to be active in proving its performance through its certification to ISO 14001 and its close involvement with other innovative initiatives. The Company is a certified supplier of sustainable palm oil from its entire production base in PNG and Solomon Islands, under the RSPO guidelines.

Important Notice

A copy of this announcement will be available at www.nbpol.com.pg.  The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.  This announcement is for information purposes only.  Except as otherwise provided, terms defined in the Offer Document dated 23 October 2014 have the same meaning when used in this announcement.

The distribution of this document, in or into some jurisdictions, may be restricted by law or regulation.  Accordingly, persons who come into possession of this document should inform themselves of, and observe, those restrictions.

This announcement is for information purposes only and does not constitute a prospectus or prospectus equivalent document. It is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law.

This document contains forward looking statements, including statements of current intentions, statements of opinion and predictions as to possible future events.  Forward looking statements are not based on historical facts, but are based on NBPOL's current expectations of future results or events.  These forward looking statements are subject to known and unknown risks, uncertainties and assumptions which could cause actual results or events to differ materially from the expectations described in such forward looking statements.  Those risks, uncertainties, assumptions and other important factors are not all within the control of NBPOL and cannot be predicted by NBPOL.  While NBPOL believes that the expectations reflected in the forward looking statements in this document are reasonable, no assurance can be given that such expectations will prove to be correct.  Matters as yet not known to NBPOL or not currently considered material by NBPOL may cause actual results or events to be materially different from those expressed, implied or projected in any forward looking statements.

None of NBPOL, its officers, any persons named in this document with their consent or any person involved in the preparation of this document makes any representation, assurance or guarantee as to the accuracy or likelihood of fulfilment of any forward looking statement or any outcomes expressed or implied in any forward looking statements.  Any forward looking statement contained in this document is qualified by this cautionary statement.

Subject to any continuing obligations under the laws of PNG, the LSE Listing Rules or the POMSoX Listing Rules, NBPOL and its officers disclaim any obligation or undertaking to disseminate after the date of this document any updates or revisions to any forward looking statements to reflect any change in expectations in relation to any forward looking statements or any change in events, conditions or circumstances on which such statements are based.

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