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AMA GROUP LIMITED — Major Shareholding Notification 2021
Sep 21, 2021
64372_rns_2021-09-21_dd40c07b-98bc-402b-a106-ed4a1f4e9aa7.pdf
Major Shareholding Notification
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ASX TO CROSS RELEASE: AMA
22 September 2021
BY ASX ONLINE - 5 pages
Manager Company Announcements ASX Limited Level 10 20 Bond Street SYDNEY NSW 2000
Dear Sir/Madam,
Notice of change of interests of substantial holder AMA Group Limited [ASX:AMA]
Following is a Form 603 Notice of initial substantial holder dated 22 September 2021 in accordance with section 671B of the Corporations Act.
Yours sincerely,
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CRAIG SMITH ACIS, CPA Secretary
THORNEY OPPORTUNITIES LTD ABN 41 080 167 264 Level 39, 55 Collins St. Melbourne VIC 3000 Australia
Form 603
Corporations Act 2001
Section 671B
Notice of initial substantial holder
To: company name/scheme AMA GROUP LTD ABN 50 113 883 560
1. Details of substantial holder
THORNEY OPPORTUNITIES LTD and each of the associated Name entities listed in the attached Annexure ‘A’ to this notice. CAN 080 167 264
The holder became a substantial holder on
21-Sep-21
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 had a relevant interest in on the date the substantial holder became of substantial holder are as follows:
| Class of Securities | Number of securities | Person’s votes | Voting power |
|---|---|---|---|
| Fully paid ordinary shares | 45,234,940 | 45,234,940 | 5.09% |
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:
| Holderof relevantinterest | Nature of relevantinterest | Numberand class ofsecurities |
|---|---|---|
| Thorney Opportunities Ltd | Beneficial owner of voting shares | 24,247,658 ordinary shares |
| Tiga Trading Pty Ltd [and each of the Thorney Investment Group entities listed in Annexure ‘A’ (together ‘ThorneyInvestment Group’)] |
Beneficial owner of voting shares | 20,298,116 ordinary shares |
| Jasforce Pty Ltd, as trustee for the Alex Waislitz Retirement Plan |
Beneficial owner of voting shares | 689,166 ordinary shares |
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4. Details of present registers 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 asholder |
Nature of relevant interest | Number and class of securities |
Person’s votes |
|---|---|---|---|---|---|
| Thorney Opportunities Ltd |
UBS Nominees Pty Ltd |
Thorney Opportunities Ltd |
Thorney Opportunities Ltd has a relevant interest under section 608(1)(b) of the Corporations Act 2001 (Cth)(theAct) as it is the beneficial holderofthose shares. |
24,247,658 ordinary shares |
24,247,658 |
| Thorney Investment Group |
UBS Nominees Pty Ltd |
Thorney Opportunities Ltd |
Thorney Investment Group is taken to have a relevant interest as it has the capacity to determine the outcome of decisions about the financial and operating policies of Thorney OpportunitiesLtd. |
24,247,658 ordinary shares |
24,247,658 |
| TIGA Trading Pty Ltd |
Thorney Investment Group is taken under section 608(3)(b) of the_Act_to have a relevant interest as it holds all the issued capital in TigaTradingPtyLtd. |
20,298,116 ordinary shares |
20,298,116 | ||
| Jasforce Pty Ltd, as trustee for the Alex Waislitz Retirement Plan (Jasforce) |
Jasforce | Jasforce | Jasforce has a relevant interest under section 608(1)(a) of the_Act_as it is the registered holder of those shares. |
689,166 ordinary shares |
689,166 |
| Mr Alex Waislitz |
UBS Nominees Pty Ltd |
Thorney Opportunities Ltd |
Each of the entities listed in the adjacent column (and in Annexure ‘A’) are ‘associates’ pursuant to section 12(2)(a)(iii) of the_Act_by virtue of them being commonly controlled by Mr Alex Waislitz who, pursuant to section 50AA of the_Act_, has the capacity to determine the outcome of decisions about the financial and operating policies of each of those entities. |
24,247,658 ordinary shares |
24,247,658 |
| TIGA Trading Pty Ltd |
20,298,116 ordinary shares |
20,298,116 | |||
| Jasforce | Jasforce | 689,166 ordinary shares |
689,166 |
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:
| Date of acquisitions |
Holder of relevant interest | Nature of change | Cash consideration |
Number and class of securities affected |
Person’s votes affected |
|---|---|---|---|---|---|
| 21-Sep-21 | Thorney Opportunities Ltd | Placement | $2,392,674.75 | 6,380,466 ordinary shares | 6,380,466 |
| Thorney Investment Group | $Nil | 5,622,995 ordinary shares | 5,622,995 | ||
| Jasforce | $Nil | 266,666 ordinary shares | 266,666 |
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
| Name | Nature ofassociation |
|---|---|
| Thorney Opportunities Ltd, TIGA Trading Pty Ltd, Jasforce,Pty Ltd and each of the entities listed in Annexure ‘A’. |
Each of the entities listed in Paragraph 3 and Annexure “A” to this notice are ‘associates’ in respect of the Company pursuant to section 12(2)(a)(iii) of the_Act_by virtue of them being commonly controlled by Mr Alex Waislitz who, pursuant to section 50AA of the_Act_, has the capacity to determine the outcome of decisions about the financial and operating policies of each of those entities. In addition, Mr Alex Waislitz holds, directly or indirectly, a relevant interest of 50% or more in each of Jasforce, Waislitz Charitable Corporation, Early Force and Jamahjo. |
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7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Thorney Opportunities Ltd | Level 39, 55 Collins Street, Melbourne 3000 |
| Thorney Investment Group and each of the entities listed in Annexure ‘A’ to this notice |
See Annexure ‘A’ to this notice |
| TIGA Trading Pty Ltd ACN 118 961 210 |
Level 39, 55 Collins Street, Melbourne 3000 |
| Jasforce Pty Ltd, ACN 017 167 713 as trustee for the Alex Waislitz Retirement Plan |
c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
| Alex Waislitz | Level 39, 55 Collins Street, Melbourne 3000 |
Signature Print name CRAIG SMITH ACIS, CPA Capacity SECRETARY Sign here Date: 22 September 2021
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ANNEXURE ‘A’
This is Annexure A referred to in the Form 604 Notice of change of interests of substantial holder signed by me and dated 22 September 2021.
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.........................................
CRAIG SMITH Secretary
SUBSTANTIAL HOLDERS - ENTITY DETAILS
| Associated Entities | Address | |
|---|---|---|
| Thorney Investment Group | ||
| Jamahjo Pty Ltd, ACN 117 488 696 as trustee for the Halex Family Trust |
c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
|
| Thistle Custodians PtyLtd, ACN 078 027 193 | Level 39, 55 Collins Street, Melbourne 3000 | |
| Thistle Holdings PtyLtd, ACN 075 051 464 | Level 39, 55 Collins Street, Melbourne 3000 | |
| ThorneyAlpha PtyLtd, ACN 162 820 537 | Level 39, 55 Collins Street, Melbourne 3000 | |
| ThorneyBeta PtyLtd, ACN 162 828 677 | Level 39, 55 Collins Street, Melbourne 3000 | |
| ThorneyHoldings PtyLtd, ACN 006 262 835 | Level 39, 55 Collins Street, Melbourne 3000 | |
| ThorneyInternational PtyLtd, ACN 132 886 698 | Level 39, 55 Collins Street, Melbourne 3000 | |
| Thorney Investment Group Australia Pty Ltd, ACN 117 488 892 |
Level 39, 55 Collins Street, Melbourne 3000 | |
| ThorneyManagement Services PtyLtd, ACN 164 880 148 | Level 39, 55 Collins Street, Melbourne 3000 | |
| ThorneyOmega PtyLtd, ACN 163 964 636 | Level 39, 55 Collins Street, Melbourne 3000 | |
| Tiga PropertyPtyLtd, ACN 117 811 453 | Level 39, 55 Collins Street, Melbourne 3000 | |
| Tiga(Ballarat)PtyLtd, ACN 117 812 030 | Level 39, 55 Collins Street, Melbourne 3000 | |
| Tiga Finance PtyLtd, ACN 118 521 412 | Level 39, 55 Collins Street, Melbourne 3000 | |
| Tiga(Hawthorn)PtyLtd, ACN 126 952 663 | Level 39, 55 Collins Street, Melbourne 3000 | |
| Tiga Tails PtyLtd, ACN 080 534 416 | Level 39, 55 Collins Street, Melbourne 3000 | |
| Tiga TradingPtyLtd, ACN 118 961 210 | Level 39, 55 Collins Street, Melbourne 3000 | |
| Other associates | ||
| Early Force Pty Ltd, ACN 103 134 363 as trustee for the Alex Waislitz PropertyInvestment Trust |
Level 39, 55 Collins Street, Melbourne 3000 | |
| Jamah Investments Pty Ltd, ACN 093 388 928 as trustee for the Jamah Investment Trust |
c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
|
| Jasforce Pty Ltd, ACN 017 167 713 as trustee for the Alex Waislitz Retirement Plan |
c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
|
| ThorneyTechnologies Ltd , ACN 096 782 188 | Level 39, 55 Collins Street, Melbourne 3000 | |
| Two Towers Pty Ltd, ACN 134 730 546 | c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
|
| Urban Land Nominees Pty Ltd, ACN 004 753 066 | c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
|
| Waislitz Charitable Corporation Pty Ltd, ACN 163 623 612 as trustee for the Waislitz FamilyFoundation |
Level 39, 55 Collins Street, Melbourne 3000 |
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