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5G NETWORKS LIMITED. Major Shareholding Notification 2021

May 9, 2021

64261_rns_2021-05-09_d94a3bee-b38d-4fe5-b5e2-e98a93c189d0.pdf

Major Shareholding Notification

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604 Page 1 of 4 15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

WEBCENTRAL GROUP LIMITED (WCG)

To Company Name/Scheme ACN/ARSN 073 716 793

1. Details of substantial holder (1)

5G NETWORKS LIMITED ACN 163 312 025 (5GN), 5G Network Operations Name Pty Ltd ACN 620 305 393, a subsidiary of 5GN (5GN OPS), and each of 5GN’s subsidiaries set out in Annexure “A” (5GN Group Entities) ACN/ARSN (if applicable) As above and see Annexure “A” for 5GN Group Entities

There was a change in the interests of the substantial holder on 18/12/2020 and 08/02/2021 The previous notice was given to the company on 19/11/2020 The previous notice was dated 19/11/2020

2. 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 (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
69,231,266 49.29% (based
on WCG shares
then on issue
of
140,450,784)
69,231,266 44.56% (based
on WCG shares
on issue of
155,365,679
as at the
date of this
notice)

3. Changes in relevant interests

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:

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
5GN and 5GN OPS Decrease in
percentage of
substantial
holding due to
dilution of
interest
arising from
share
placement by
WCG to
entities
associated
with directors
of WCG (as
approved by
Nil N/A N/A

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604 Page 2 of 4 15 July 2001

==> picture [481 x 185] intentionally omitted <==

----- Start of picture text -----

shareholders
at WCG’s
extraordinary
general
meeting on 18
December 2020)
Decrease in
percentage of
substantial
holding due to
dilution of
8 February interest
5GN and 5GN OPS Nil N/A N/A
2021 arising from
issue of
209,013 shares
pursuant to
WCG’s Employee
Share Plan
----- End of picture text -----

4. Present relevant interests

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
5GN 5GN 5GN Relevant interest
arising by virtue of
section 608(1) of
the Corporations Act
2001 (Cth)
69,231,266
fully paid
ordinary
shares
69,231,266
5GN OPS 5GN OPS 5GN OPS Relevant interest
arising by virtue of
section 608(1) of
the Corporations Act
2001(Cth)
12,300,000
fully paid
ordinary
shares
12,300,000
5GN
Group
Entities
N/A N/A Nil Nil Nil

5. 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) Nature of association
Subsidiaries of 5GN and related bodies corporate of 5GN OPS
5GN Group Entities

6. Addresses

The addresses of persons named in this form are as follows:

Name Address
5GN Level 8 99 William Street Melbourne VIC 3000
5GN OPS Level 8 99 William Street Melbourne VIC 3000
5GN Group Entities Level 8 99 William Street Melbourne VIC 3000

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604 Page 3 of 4 15 July 2001

Signature

re
print name
sign here
Michael Wilton
capacity
Joint Company Secretary for 5GN
date
10/May/2021

DIRECTIONS

  • (1) If there are a number of substantial 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 specifically 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.

  • (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

  • (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

  • (4) The voting shares of a company constitute one class unless divided into separate classes.

  • (5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

  • (6) Include details of:

  • (a) 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 written statement certifying this contract, scheme or arrangement; and

  • (b) 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.

  • (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.

  • (8) 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".

  • (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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604 Page 4 of 4 15 July 2001

ANNEXURE “A”

This is Annexure “A” of 1 page referred to in the Form 604 Notice of Change of interests of Substantial Holders for 5GN and others signed by me and dated 10 May 2021

Signature: _____ Print Name: Michael Wilton Capacity: Joint Company Secretary for 5GN Date: 10 May 2021

DETAILS OF 5G NETWORKS LIMITED’S Subsidiaries

Entity Interest held Place of
Incorporation
Enspire Australia Pty Ltd ACN 105 883 887 100% Victoria
Asian Pacific Telecommunications Pty Ltd ACN 091
353 374
100% Victoria
5G Networks Finance Pty Ltd ACN 605 721 024 100% Victoria
Australian Pacific Data Centres Pty Ltd ACN 605
265 218
100% Victoria
Anittel Pty Ltd ACN 123 808 677 100% New South Wales
Hostworks Pty Ltd ACN 087 307 695 100% South Australia
Hostworks Group Pty Ltd ACN 008 010 820 100% South Australia
Logic Communications Pty Ltd ACN 168 914 127 100% Western Australia
Modular IT Pty. Ltd ACN 147 267 383 100% Western Australia

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