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ADSLOT LTD. Major Shareholding Notification 2024

Dec 8, 2024

64306_rns_2024-12-08_2aca1945-7e66-4793-b9c8-b8a22613abe1.pdf

Major Shareholding Notification

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Form 603 Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme Adslot Limited

ACN/ARSN 001 287 510

1. Details of substantial holder (1)

Name Geoffrey James Dixon and his associated entities (collectively Dixon Entities) ACN/ARSN (if applicable) 114 164 331

The holder became a substantial holder on 06/12/2024

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities(4) Number of securities Person’s votes(5) Voting power(6)
Ordinaryshares 470,581,540 470,581,540 8.85%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

r are as follows:
Holder of relevant interest Nature of relevant interest(7) Class and number of securities
Dawnie Dixon Pty Ltd Super A/c> Controlled by Geoffrey Dixon as its
controller and associate of entities with
relevant interests in the shares covered by
this notice.
435,880,283 ordinary shares plus
35,470,724 Options expiring 31/12/2024
G & D Dixon Investments Pty Ltd
Controlled by Geoffrey Dixon as its
controller and associate of entities with
relevant interests in the shares covered by
this notice.
30,936,378 ordinary shares plus
4,652,088 Options expiring 31/12/2024
Dawn Patricia Dixon Associate of Geoffrey Dixon with relevant
interests in the shares covered by this
notice.
3,764,879 ordinary shares plus 566,148
Options expiring 31/12/2024

4. Details of present registered holders

4. Details of present registered holders 4. Details of present registered holders 4. Details of present registered holders 4. Details of present registered holders 4. Details of present registered holders
The persons registered as holders of the securities referred to in paragraph 3 above are as follows:
Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder(8)
Class and number
of securities
Dawnie Dixon Pty Ltd Family Super A/c>
Commonwealth Securities Ltd
N/A
9,439,751 ordinary
shares plus 1,419,513
Options expiring
31/12/2024
Dawnie Dixon Pty Ltd Family Super A/c>
Dawnie Dixon Pty Ltd
N/A
426,440,532 ordinary
shares plus
34,051,211 Options
expiring31/12/2024
G & D Dixon Investments Pty Ltd

G & D Dixon Investments Pty Ltd N/A
30,936,378 ordinary
shares plus 4,652,088
Options expiring
31/12/2024
Dawn Patricia Dixon
Dawn Patricia Dixon
N/A
3,764,879 ordinary
shares plus 566,148
Options expiring
31/12/2024
Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder(8)
Class and number
of securities
Dawnie Dixon Pty Ltd Family Super A/c> Commonwealth Securities Ltd N/A 9,439,751 ordinary
shares plus 1,419,513
Options expiring
31/12/2024
Dawnie Dixon Pty Ltd Family Super A/c> Dawnie Dixon Pty Ltd N/A 426,440,532 ordinary
shares plus
34,051,211 Options
expiring31/12/2024
G & D Dixon Investments Pty Ltd
G & D Dixon Investments Pty Ltd N/A 30,936,378 ordinary
shares plus 4,652,088
Options expiring
31/12/2024
Dawn Patricia Dixon Dawn Patricia Dixon N/A 3,764,879 ordinary
shares plus 566,148
Options expiring
31/12/2024

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant
interest
Date of acquisition Consideration (9) Consideration (9) Class and number
of securities
Cash Non-cash
SeeAnnexure B

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable) Nature of association
Dixon Entities Each entity referred to in section 3 is an associate of each other

7. Addresses

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

Name Address
Dawnie Dixon Pty Ltd Super A/c> c/- CWC Family Office Pty Ltd, Suite 6, Level 31, Grosvenor Place, 225 George
Street, SYDNEY NSW 2000
G & D Dixon Investments Pty Ltd
c/- CWC Family Office Pty Ltd, Suite 6, Level 31, Grosvenor Place, 225 George
Street, SYDNEY NSW 2000
Dawn Patricia Dixon c/- CWC Family Office Pty Ltd, Suite 6, Level 31, Grosvenor Place, 225 George
Street, SYDNEY NSW 2000

Signature

print name Geoffrey James Dixon
capacity
Self
sign here
date
06/12/2024
DIRECTIONS
er of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and
trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar,
ed to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members
paragraph 7 of the form.
f "associate" in section 9 of the Corporations Act 2001.
f "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
of a company constitute one class unless divided into separate classes.
  • (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 7 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 total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

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

  • (7) Include details of:

  • (a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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.

(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) Details of the consideration must include any and all benefits, moneys 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.

This is Annexure B of 1 page referred to in the Form 603, Notice of substantial holder signed by me and dated 06 December 2024

…………………………………….

Geoffrey James Dixon

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant
interest
Date of acquisition Consideration (9) Consideration (9) Class and number
of securities
Cash Non-cash
Dixon Entities 23/12/2013 2,185,455.60 86,252,015
Dixon Entities 24/10/2016
395,321.74

3,593,834
Dixon Entities 10/09/2018
4,010.95

100,000
Dixon Entities 11/09/2018
4,110.95

100,000
Dixon Entities 13/09/2018
4,110.95

100,000
Dixon Entities 14/09/2018
6,166.95

153,817
Dixon Entities 17/09/2018
4,010.95

100,000
Dixon Entities 18/09/2018
4,109.00

100,000
Dixon Entities 8/10/2018
26,200.00

500,000
Dixon Entities 29/10/2018
25,424.50

600,000
Dixon Entities 20/05/2019
100,000.00

4,000,000
Dixon Entities 23/01/2020
250,000.00

10,000,000
Dixon Entities 20/03/2020
5,109.00

500,000
Dixon Entities 24/03/2020
4,264.32

415,532
Dixon Entities 25/03/2020
844.68

84,468
Dixon Entities 30/03/2020 5,109.00
500,000
Dixon Entities 31/03/2020
5,109.00

500,000
Dixon Entities 2/05/2022
107,599.74

6,329,395
Dixon Entities 26/06/2023
162,755.83

40,688,960
Dixon Entities 5/07/2024
115,963.53

115,963,519
Dixon Entities 6/12/2024
200,000.00

200,000,000

Notes:

  1. All of the above acquisitions were transactions on the Australian Securities Exchange or another prescribed financial market. All of the securities acquired are fully paid ordinary shares.

  2. The Tanarra Entities have a relevant interest in the above securities pursuant to the discretionary client mandates referred to in Annexure A.