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AMA GROUP LIMITED Major Shareholding Notification 2021

Mar 9, 2021

64372_rns_2021-03-09_1bcd905a-c529-4019-a129-8125fffc78c5.pdf

Major Shareholding Notification

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603 page 1/1 15 July 2011

Form 603 Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme AMA Group Limited 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 The holder became a substantial holder on 8 March 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)
Fully paid ordinaryshares 37,122,401 37,122,401 5.003%

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 Holder of relevant interest Nature of relevant interest(7) Nature of relevant interest(7) Class and number of securities Class and number of securities
Mittleman Investment
Management, LLC (MIM)
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).
37,122,401 fully paid ordinary shares
Master Control, LLC (MC), Aimia
AM Holdings Inc. (AM),Aimia
Holdings US Inc. and Aimia
Holdings UK Limited and Aimia
Inc. (AI)
Each have a relevant interest by virtue of
s608(3)(b) of the Corporations Act as a result
of directly or indirectly controlling MIM.
37,122,401 fully paid ordinary shares
AI and each of its controlled entities 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.
37,122,401 fully paid ordinary shares
resent registered holders
istered 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
See Annexure A See Annexure A See Annexure A See Annexure A

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

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 B See Annexure B See Annexure B See Annexure B

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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
AI, MIM, MC, AM and each controlled
entity of AI, including Aimia Holdings US
Inc. and Aimia Holdings UK Limited


Associated by virtue of section s12(2)(a)(i) of the Corporations Act because they are
all controlled entities of AI.

7. Addresses

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

Name Address
Mittleman Investment Management, LLC 105 Maxess Road, Suite 207, Melville, NY 11747
Master Control, LLC 105 Maxess Road, Suite 207, Melville, NY 11747
Aimia AM Holdings Inc. 105 Maxess Road, Suite 207, Melville, NY 11747
Aimia Holdings US Inc. c/o Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County,
Delaware 19801
Aimia Holdings UK Limited Suite 1, 3rd Floor, 11-12 St. James Square, London SW1Y 4LB
Aimia Inc. 176 Yonge Street, 06-128, Toronto Ontario M5C 2L7

Signature

print name
sign here
Stephen G. Bondi
capacityChief Compliance Officer &
Chief Financial Officer
date
10/03/2021

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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, 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.

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This is Annexure A of 1 page referred to in form 603 (Notice of initial substantial holder) signed by me and dated 10/03/2021.

Company Name/Scheme: AMA Group Limited

Substantial Holder Name: Mittleman Investment Management, LLC

Paragraph 4. Details ofpresentregisteredholders Paragraph 4. Details ofpresentregisteredholders
Holder of relevant interest Registered holder of securities Person Entitled to be registered as
holder
Class and number of
securities
Aimia Inc. RBC Dominion Securities Inc. Aimia Inc. 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
28,122,401 Ordinary shares
Mittleman Investment
Management,LLC
BNP Paribas Securities Services,
Sucursal En Espana
discretionary client account of MIM 2,000,000 Ordinary shares
Mittleman Investment
Management,LLC
The Northern Trust Company discretionary client account of MIM 7,000,000 Ordinary shares
Mittleman Investment
Management,LLC
Pershing LLC* Precog Capital Partners, L.P. 1,250,000 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.

Signature: ________ Name: Stephen G. Bondi Title: Chief Compliance Officer & Chief Financial Officer

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This is Annexure B of 1 page referred to in form 603 (Notice of initial substantial holder), signed by me and dated 10/03/2021.

Company Name/Scheme: AMA Group Limited

Substantial Holder Name: Mittleman Investment Management, LLC

AMA Group Limited Daily Transactions from 02-February 2021 to 08-March-2021 AMA Group Limited Daily Transactions from 02-February 2021 to 08-March-2021 AMA Group Limited Daily Transactions from 02-February 2021 to 08-March-2021 AMA Group Limited Daily Transactions from 02-February 2021 to 08-March-2021 AMA Group Limited Daily Transactions from 02-February 2021 to 08-March-2021
Date of change Person whose relevant interest changed Nature of change Consideration
given related to
change (USD)
Number of
Ordinary
securities
affected
Class
2/02/2021 Mittleman Investment Management, LLC Buy 1,331,217.46 2,653,600 Ordinary
3/02/2021 Mittleman Investment Management, LLC Buy 244,985.15 469,200 Ordinary
4/02/2021 Mittleman Investment Management, LLC Buy 530,853.85 1,040,000 Ordinary
4/02/2021 Mittleman Investment Management, LLC Deliver n/a (1) 13,400 Ordinary
5/02/2021 Mittleman Investment Management, LLC Buy 232,093.15 441,000 Ordinary
8/02/2021 Mittleman Investment Management, LLC Buy 1,291,180.82 2,250,500 Ordinary
9/02/2021 Mittleman Investment Management, LLC Buy 178,173.46 320,000 Ordinary
10/02/2021 Mittleman Investment Management, LLC Buy 54,334.28 100,000 Ordinary
11/02/2021 Mittleman Investment Management, LLC Buy 600,910.13 1,110,702 Ordinary
11/02/2021 Mittleman Investment Management, LLC Sell 1,657.46 3,100 Ordinary
12/02/2021 Mittleman Investment Management, LLC Buy 704,119.35 1,323,798 Ordinary
15/02/2021 Mittleman Investment Management, LLC Buy 937,797.59 1,722,500 Ordinary
16/02/2021 Mittleman Investment Management, LLC Buy 262,420.89 482,500 Ordinary
17/02/2021 Mittleman Investment Management, LLC Buy 349,387.90 640,000 Ordinary
18/02/2021 Mittleman Investment Management, LLC Buy 314,085.58 577,300 Ordinary
19/02/2021 Mittleman Investment Management, LLC Buy 1,121,244.64 2,066,650 Ordinary
22/02/2021 Mittleman Investment Management, LLC Buy 884,086.83 1,570,000 Ordinary
23/02/2021 Mittleman Investment Management, LLC Buy 393,869.37 700,440 Ordinary
24/02/2021 Mittleman Investment Management, LLC Buy 2,476,022.41 4,655,560 Ordinary
25/02/2021 Mittleman Investment Management, LLC Buy 199,572.91 377,600 Ordinary
26/02/2021 Mittleman Investment Management, LLC Buy 692,963.85 1,318,751 Ordinary
26/02/2021 Mittleman Investment Management, LLC Deliver n/a (1) 50,000 Ordinary
1/03/2021 Mittleman Investment Management, LLC Buy 870,548.38 1,627,000 Ordinary
1/03/2021 Mittleman Investment Management, LLC Deliver n/a (1) 48,000 Ordinary
2/03/2021 Mittleman Investment Management, LLC Buy 1,064,291.25 2,088,349 Ordinary
3/03/2021 Mittleman Investment Management, LLC Buy 2,415,867.93 4,932,779 Ordinary
3/03/2021 Mittleman Investment Management, LLC Deliver n/a (1) 10,000 Ordinary
4/03/2021 Mittleman Investment Management, LLC Buy 274,371.03 564,600 Ordinary
5/03/2021 Mittleman Investment Management, LLC Buy 1,476,922.07 3,092,250 Ordinary
8/03/2021 Mittleman Investment Management, LLC Buy 542,417.71 1,121,822 Ordinary
n/a (1) sharesnolongerunderdirectionand controlof Mittleman InvestmentManagement,LLC

Signature: ________ Name: Stephen G. Bondi Title: Chief Compliance Officer & Chief Financial Officer

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