Major Shareholding Notification • May 27, 2021
Major Shareholding Notification
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| To Company Name/Scheme | Clean Seas Seafood Limited | ||
|---|---|---|---|
| ACN/ARSN | 094 380 435 | ||
| 1. Details of substantial holder (1) | |||
| Name | GCI CSS (Hofseth & Nevara) LLC | ||
| ACN/ARSN (if applicable) | |||
| There was a change in the interests of the substantial holder on |
14/05/2021 | ||
| The previous notice was given to the company on | 29/05/2020 | ||
| The previous notice was dated | 29/05/2020 |
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 (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:
| Class of securities (4) | Previous notice | Present notice | ||
|---|---|---|---|---|
| Person's votes | Voting power (5) | Person's votes | Voting power (5) | |
| Fully Paid Ordinary Shares |
10,100,000 | 9.53% | 10,100,000 | 7.84% |
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:
| Date of change |
Person whose relevant interest changed |
Nature of change (6) | Consideration given in relation to change (7) |
Class and number of securities affected |
Person's votes affected |
|---|---|---|---|---|---|
| 14/05/2021 | GCI CSS (Hofseth & Nevara) LLC |
Dilution of interest due to issue of shares in the Company |
N/A | N/A | N/A |
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder (8) |
Nature of relevant interest (6) |
Class and number of securities |
Person's votes |
|---|---|---|---|---|---|
| GCI CSS (Hofseth & Nevara) LLC |
HSBC Custody Nominees |
GCI CSS (Hofseth & Nevara) LLC |
Relevant interest under section 608(1) of the Corprations |
10,100,000 Fully Paid Ordinary Shares |
10,100,000 |
| Act | ||
|---|---|---|
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) | Nature of association |
|---|---|
The addresses of persons named in this form are as follows:
| Name | Address | ||
|---|---|---|---|
| GCI CSS (Hofseth & Nevara) LLC |
107 Grand Street, New York, NY 10013 | ||
| print name | Vincent Barbuto | capacity | CFO |
|---|---|---|---|
| sign here | date | 05/26/2021 |
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
(7) 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 even if the benefit is conditional on the happening or not of a contingency. Details must be included of 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.
| To_Company Name/Scheme Clean Seas Seafood Ltd | ||||
|---|---|---|---|---|
| ACN/ARSN | 094 380 435 | |||
| 1. Details of substantial holder (1) | ||||
| Name | Bonafide Wealth Management AG | |||
| ACN/ARSN (if applicable) | ||||
| There was a change in the interests of the substantial holder on |
14 / 05 / 2021 | |||
| The previous notice was given to the company on | 21 / 08 / 2019 | |||
| The previous notice was dated | 21 / 08 / 2019 |
The total number of votes attached to all the company or voling interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, to give a substantial holding notice to the company or scheme, are as follows:
| Class of securities (4) | Previous notice | Present notice | ||
|---|---|---|---|---|
| Person's votes | Voting power (5) | Person's votes | Voting power (5) | |
| Fully paid ordinary shares | 16'200'139 | 17.66% (as of 20/06/2019) 19'963'519 | 15.50% (as of today) |
Particulars of each 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:
| Date of change |
Person whose relevant interest changed |
Nature of change (6) | Consideration given in relation to change (7) |
Class and number of securities affected |
Person's votes affected |
|---|---|---|---|---|---|
| 18/11/19- 21/05/21 |
Bonafide Wealth Management AG |
several non- threshold crossing conversion of notes into shares |
n.a. | 4'513'380 fully paid ordinary shares |
4'513'380 fully paid ordinary shares |
| 02/12/20 | Bonafide Wealth Management AG |
share sale | A\$585'000 | 750'000 fully paid ordinary shares |
750'000 fully paid ordinary shares |
| 14/05/21 | Bonafide Wealth Management AG |
Tranche 1 capital increase through issuance of 14.93 min new shares (Bonafide participating in Tranche 2) |
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder (8) |
Nature of relevant interest (6) |
Class and number of securities |
Person's votes |
|---|---|---|---|---|---|
| Bonafide Wealth Management AG |
Citigroup Pty Limited |
Citigroup Pty Limited | Indirect (see annexure A) |
19'963'519 fully paid ordinary shares |
19'963'519 fully paid ordinary shares |
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) Nature of association | |
|---|---|
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Bonafide Wealth Management AG | Höfle 30, 9496 Balzers, Principality of Liechtenstein |
| IFM Independent Fund Management AG as trustee for the Bonafide Global Fish Fund |
Landstrasse 30, 9494 Schaan, Principality of Liechtenstein |
| IFM Independent Fund Management AG as trustee for the Bonafide Investment Fund - Best Catches I |
Landstrasse 30, 9494 Schaan, Principality of Liechtenstein |
| Deep Blue Ventures Holdings SPC DBVF III & IV Segregated Portfolios |
30 Floor Harbour Centre, P.O. Box 61, George Town, Grand Cayman KY1-1102, Cayman slands |
| print name Philipp Hämmerli | capacity Portfolio Manager | |||
|---|---|---|---|---|
| sign here 1 | date | 21/05/2021 |
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
This a annexure 1 of 1 pages referred to in form 604.
(see Form 604 page 2/2 DIRECTIONS (1))
Company Name/Scheme
Clean Seas Seafood Ltd
ACN/ARSN
094 380 435
Total number of issued shares 128'819'147

Philipp Hämmerli
Portfolio Manager
21/05/2021 Fr
Page 1 of 1
Corporations Act 2001 Section 671B
| To_ Company Name/Scheme | Clean Seas Seafood Limited |
|---|---|
| ACN/ARSN | 094 380 435 |
| 1. Details of substantial holder(1) | |
| Name | IFM Independent Fund Management AG as Trustee for the Bonafide Investment Fund - Best Catches I IFM Independent Fund Management AG as Trustee for the Bonafide Global Fish Fund |
| ACN/ARSN (if applicable) | |
| There was a change in the interests of the |
| SUUSTATICI HOLGE OH | 14 / May / 21 |
|---|---|
| The previous notice was given to the company on | 10 / July / 20 |
| The previous notice was dated | 10/July / 20 |
The total number of votes a laction in the company or voing interest in the scheme that the substantial holder or an associate (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 filosizons;
| Class of securities (4) | Previous notice | Present notice | |||
|---|---|---|---|---|---|
| Person's votes | Voting power (5) | Person's votes | Voting power (5) | ||
| Fully Paid ordinary shares | 17'316'869 | 15.90% | 18'639'087 | 14.47% | |
Particulars of each change in the nature of a relevant interest of the substantial hoting securities of the company or schene, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows.
| Date of change |
Person whose relevant interest changed |
Nature of change (6) |
Consideration given in relation to change (7) |
Class and number of securities affected |
Person's votes affected |
|---|---|---|---|---|---|
| According to the attachment | |||||
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder (8) |
Nature of relevant interest (6) |
Class and number of securities |
Person's voles |
|---|---|---|---|---|---|
| IFM Independent Fund Management AG as Trustee for the Bonalde Invel Find - Best Cather I IFM Independent Fund Management AG as Tructed for the Bonal Fieh Fund | Citigroup Pry Limited | Indirect | 18'639'087 fully paid ordinary shares |
18'639'087 fully paid ordinary shares |
|
The persons who have become associates (2) cr. ceased to be associates of, or have changed the rature of their association (9) with, the substantial holder in relation to vot interests in the company or scheme are as follows:
| Nature of association | |
|---|---|
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| IFM Independent Fund Management AG as Trustee for the Bonafide Investment Fund - Best Catches I IFM Independent Fund Management AG as Trustee for the Bonafide Global Fish Fund |
Landstrasse 30. 9494 Schaan, Principality of Liechtenstein |

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
(7) Details of the consideration must include any and other, that any person from whom a relevant interest was acquired has, or may, becom i instilled of eceive in relation. Details must be included even if the beforition in the heppening on of a contingency. Dealis mur included of any benefit paid on behalf of the substantial holder or it the arquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
(8) If the substantial holder is unable to dentity of the person (eg. if the relevant interest arises because of an option) write "unknown".
(9)
| Date of Change | Person whose relevant interest changes |
Nature of change | Consideration given in relation to change |
Class and number of securities afficted |
Person's voted affected | IISIN |
|---|---|---|---|---|---|---|
| 12.10.2020 FM Independent Fund Management AG as Trustee for the Bonafide Investment Fund - Best Catches I |
Conversion Convertible Bond |
AUD 179'060.88 283'432 fully paid ordinary shares |
283'432 fully paid ordinary shares |
AU000000000000000 | ||
| 02.12.2020 IFM Independent Fund Management AG as Trustee for the Bonafide Investment Fund - Best Catches I |
Sell | AUD 585'000.00 750'000 fully paid ordinary shares |
750'000 fully paid ordinary shares |
AU000000CSS3 | ||
| 31.12.2020 IFM Independent Fund Management AG as Trustee for the Bonafide Global Fish Fund |
Purchase | AUD 767'095.89 1'328'587 fully paid ordinary shares |
1'328'587 fully paid ordinary shares |
AU00000000000019 | ||
| 05.01.2021 IFM Independent Fund Management AG as Trustee for the Bonafide Global Fish Fund |
Conversion Convertible Bond |
AUD 350'000.00 460'199 fully paid ordinary shares |
460'199 fully paid ordinary shares |
AU0000000000383 |
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