AI-MEDIA TECHNOLOGIES LIMITED — Major Shareholding Notification 2021

May 9, 2021

10/05/2021

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The Company Secretary Access Innovation Holdings Limited Level 1, 103 Miller Street, North Sydney, NSW 2060

Dear Ms Sanossian

Form 603 - Notice of initial substantial shareholder (Access Innovation Holdings Limited ACN 122 058 708)

We enclose Corporations Act 2001 Form 603, Notice of initial substantial shareholder (Notice), lodged today with the Australian Securities Exchange.

The Notice is the result of a technical relevant interest arising from Washington H Soul Pattinson and Company Limited (WHSP) holding more than 20% of the issued capital of Pengana Capital Group Limited. WHSP also holds shares in its own right as set out in the Notice.

Yours sincerely

Washington H. Soul Pattinson and Company Limited

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Ida Lawrance Company Secretary

This letter has been authorised for release by the Company Secretary

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603 Page 1 of 2 15 July 2001

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Name/Scheme A CCESS INNOVATION HOLDINGS LIMITED (AIM) ACN/ARSN 122 058 708

1. Details of substantial holder (1)

Name WASHINGTON H. SOUL PATTINSON AND COMPANY LIMITED (WHSP)

ACN/ARSN (if applicable) 000 002 728

The holder became a substantial holder on 07 / 05 / 2021

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)
Ordinary Fully Paid	9,900,551	9,900,551	5.25%

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:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
WHSP	Ordinary Fully Paid shares purchased on market by WHSP	5,727,805
Pengana Capital Group Limited (PCG)	Relevant interest due to holding voting power of more than 20% in Pengana Capital Group Limited (PCG)	4,172,746

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
WHSP	WHSP	WHSP	5,727,805 Ordinary Shares
WHSP	BNP Paribas Nominees Pty Limited	Pengana Capital Limited (PCL)	4,172,746 Ordinary Shares

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
	See Annexure 1

603 Page 2 of 2 15 July 2001

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
WHSP and PCG	WHSP holds voting power of more than 20% in PCG

7. Addresses

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

Name	Address
WHSP	Level 14, 151 Clarence Street, Sydney NSW 2000
PCG and PCL	Level 12, 167 Macquarie Street, Sydney NSW 2000

Signature

print name Ida Lawrance capacity Company Secretary sign here date 10 / 05 / 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 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, 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.

Annexure 1

Annexure 1
Date Purchased or Sold	Transaction details	Number	Total Cost
04-Sep-20	IPO	1,626,016	1,999,999.68
25-Sep-20	On Market Sale	(5,378)	(6,635.38)
28-Sep-20	On market sale	(22,711)	(28,133.82)
02-Oct-20	On market purchase	115,740	125,531.14
09-Oct-20	On market sale	(51,911)	(64,047.79)
25-Feb-21	On market purchase	79,371	69,461.85
26-Feb-21	On market purchase	61,825	53,851.68
04-Mar-21	On market purchase	51,847	45,202.17
05-Mar-21	On market purchase	19,213	16,605.80
08-Mar-21	On market purchase	55,744	48,515.67
09-Mar-21	On market purchase	32,000	27,657.60
18-Mar-21	On market purchase	1,323,625	957,775.05
05-May-21	Renounceable entitlement offer	2,442,424	1,953,939.20
	Total WHSP	5,727,805	3.04%
	Total Pengana Group	4,172,746	2.21%
	Total Combined	9,900,551	5.2520%