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AMA GROUP LIMITED Major Shareholding Notification 2021

Apr 25, 2021

64372_rns_2021-04-25_65119832-83c7-4c08-9600-6b5c7e16974a.pdf

Major Shareholding Notification

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Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To: Company Name/Scheme AMA Group Limited (AMA) ACN/ARSN 113 883 560

1. Details of substantial holder (1)

Name Mittleman Investment Management, LLC and its associates listed in Section 4 below ACN\ARSN (if applicable) Not applicable There was a change in the interests of the substantial holder on 22/04/2021 The previous notice was given to the company on 17/03/2021 The previous notice was dated 17/03/2021

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 Previous notice Present notice Present notice
Person’s votes Voting power(5) Person’s votes Voting power(5)
Fully paid ordinary shares 45,703,605 6.16% 53,190,679 7.17%

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:

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
See Annexure A See Annexure A See Annexure A See Annexure A See Annexure
A
See Annexure
A

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
Mittleman Investment
Management, LLC
(MIM)
See Annexure B See Annexure B MIM, in its capacity as investment
manager for a range of client
portfolios, has a relevant interest in
the shares of such clients by virtue of
s608(1)(c) of the Corporations Act
2001(Cth) (Corporations Act).
53,190,679
fully paid
Ordinary
shares
53,190,679
votes
Master Control, LLC
(MC), Aimia AM
Holdings Inc. (AM),
Aimia Holdings US
Inc. and Aimia
Holdings UK Limited
and Aimia Inc. (AI)
See Annexure B See Annexure B Each have a relevant interest by
virtue of s608(3)(b) of the
Corporations Act as a result of directly
or indirectly controlling MIM.
53,190,679
fully paid
Ordinary
shares
53,190,679
votes
49-2829-4164v1
AI and each of its
controlled entities
See Annexure B See Annexure B Has a relevant interest by virtue of
s608(3)(a) of the Corporations Act as
a result of having voting power of
more than 20% in MIM.
53,190,679
fully paid
Ordinary
shares
53,190,679
votes

3449-2829-4164v1

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 andACN/ARSN(ifapplicable) Nature of association
N/A N/A
s
es of the persons named in this form are as follows:
Name Address
Mittleman Investment Management, LLC 105 Maxess Road, Suite 207, Melville, NY 11747, United States
MasterControl,LLC 105MaxessRoad, Suite207,Melville,NY 11747, United States
Aimia AM Holdings Inc, 105 Maxess Road, Suite 207, Melville, NY 11747, United States
Aimia Holdings US Inc. c/o Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County,
Delaware19801
AimiaHoldings UK Limited Suite1, 3rdFloor,11-12St.James Square,LondonSW1Y 4LB
AimiaInc. 176Yonge Street, 06-128,Toronto OntarioM5C2L7

6. Addresses

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

Signature print name Stephen G. Bondi capacity Authorized Signatory sign here date 26/04/2021

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 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.

3449-2829-4164v1

Annexure A of Form 604

This is Annexure A of 1 page referred to in the Form 604 (Notice of change of interest of substantial holder), signed by me and dated: 26/04/2021

By: Stephen G. Bondi, Authorized Signatory

==> picture [460 x 236] intentionally omitted <==

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

Consideration
given related Person's
Date of Nature of to change Class and number of votes
change Person whose relevant interest changed change (USD) securities affected affected
17/03/2021 Mittleman Investment Management, LLC Buy 257,222.96 533,000 Ordinary shares 533,000
18/03/2021 Mittleman Investment Management, LLC Buy 118,501.89 244,000 Ordinary shares 244,000
19/03/2021 Mittleman Investment Management, LLC Buy 761,174.89 1,625,000 Ordinary shares 1,625,000
22/03/2021 Mittleman Investment Management, LLC Buy 233,032.82 500,000 Ordinary shares 500,000
23/03/2021 Mittleman Investment Management, LLC Buy 228,571.20 493,974 Ordinary shares 493,974
24/03/2021 Mittleman Investment Management, LLC Buy 20,269.24 45,000 Ordinary shares 45,000
25/03/2021 Mittleman Investment Management, LLC Buy 383,525.85 867,000 Ordinary shares 867,000
26/03/2021 Mittleman Investment Management, LLC Buy 429,492.99 993,100 Ordinary shares 993,100
30/03/2021 Mittleman Investment Management, LLC Buy 204,388.78 479,818 Ordinary shares 479,818
31/03/2021 Mittleman Investment Management, LLC Buy 93,119.93 220,182 Ordinary shares 220,182
01/04/2021 Mittleman Investment Management, LLC Buy 287,607.31 650,000 Ordinary shares 650,000
06/04/2021 Mittleman Investment Management, LLC Buy 160,397.68 345,500 Ordinary shares 345,500
08/04/2021 Mittleman Investment Management, LLC Buy 166,051.88 354,500 Ordinary shares 354,500
21/04/2021 Mittleman Investment Management, LLC Buy 19,300.22 40,782 Ordinary shares 40,782
22/04/2021 Mittleman Investment Management, LLC Buy 140,899.57 309,218 Ordinary shares 309,218
08/04/2021 Mittleman Investment Management, LLC Deliver n/a (1) 185,000 Ordinary shares 185,000
16/04/2021 Mittleman Investment Management, LLC Deliver n/a (1) 29,000 Ordinary shares 29,000
----- End of picture text -----

(1) n/a - shares no longer under direction and control of Mittleman Investment Management, LLC

3449-2829-4164v1

Annexure B of Form 604

This is Annexure B of 1 page referred to in form 604 Notice of change of interests of substantial holder

Company Name/Scheme: AMA Group Limited

Substantial Holder Name: Mittleman Investment Management, LLC

aragraph 4. Details of present registered holders

Holder of relevant interest Registered holder of securities Person Entitled to be registered
**as holder **
Class and number of
securities
Aimia Inc. Not applicable Not applicable No Ordinary shares directly
held
Aimia Holdings UK Limited Not applicable Not applicable No Ordinary shares directly
held
Aimia Holdings US Inc. Not applicable Not applicable No Ordinary shares directly
held
Aimia AM Holdings Inc. Not applicable Not applicable No Ordinary shares directly
held
Master Control, LLC Not applicable Not applicable No Ordinary shares directly
held
Mittleman Investment
Management,LLC
Pershing LLC various discretionary client
accounts of MIM
40,699,897 Ordinary shares
Mittleman Investment
Management,LLC
BNP Paribas Securities Services,
Sucursal En Espana
discretionary client account of MIM 2,490,782 Ordinary shares
Mittleman Investment
Management,LLC
National Financial Services LLC various discretionary client
accounts of MIM
2,500,000 Ordinary shares
Mittleman Investment
Management,LLC
The Northern Trust Company discretionary client account of MIM 7,500,000 Ordinary shares
Mittleman Investment
Management,LLC
Pershing LLC* Precog Capital Partners, L.P. 2,000,000 Ordinary shares

Notes:

*Pershing LLC holdings for Precog Capital Partners, L.P. are also included in MIM’s holdings at Pershing LLC for the various discretionary client accounts of MIM.

Type text here

Signature: ________ Date: 26/04/2021 Name: Stephen G. Bondi Title: Authorized Signatory

3449-2829-4164v1