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AUDEARA LIMITED — Major Shareholding Notification 2022
Dec 29, 2022
64455_rns_2022-12-29_7d027d26-5c00-4325-b6ad-3f5107cb7e3a.pdf
Major Shareholding Notification
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604 page 1/2 15 July 2001
Form604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
To: Company Name/Scheme Audeara Limited ACN/ARSN 604 368 443
1. Details of substantial holder (1)
Name David Edward Trimboli & Related Parties ACN/ARSN (if applicable)
There was a change in the interests of the substantial holder on 23/12/22 The previous notice was given to the company on 18/05/21 The previous notice was dated 18/05/21
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 | 15,235,459 | 14.51% | 15,940,805 | 11.12% |
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 |
|---|---|---|---|---|---|
| 27/5/21 | David Edward Trimboli | On-market purchase | $17,944.70 | 126,110 Fully paid ordinary shares |
126,110 Fully paid ordinary shares |
| 15/12/21 | David Edward Trimboli | On-market purchase | $7,691.08 | 65,456 Fully paid ordinary shares |
65,456 Fully paid ordinary shares |
| 9/2/22 | Seefeld Investments Pty Ltd |
On-market purchase | $13,211.64 | 101,628 Fully paid ordinary shares |
101,628 Fully paid ordinary shares |
| 14/2/22 | Seefeld Investments Pty Ltd |
On-market purchase | $576.42 | 4,434 Fully paid ordinary shares |
4,434 Fully paid ordinary shares |
| 17/2/22 | Seefeld Investments Pty Ltd |
On-market purchase | $2,340.00 | 18,000 Fully paid ordinary shares |
18,000 Fully paid ordinary shares |
| 21/2/22 | Seefeld Investments Pty Ltd |
On-market purchase | $6,500.00 | 50,000 Fully paid ordinary shares |
50,000 Fully paid ordinary shares |
| 24/2/22 | Seefeld Investments Pty Ltd |
On-market purchase | $6,250.00 | 50,000 Fully paid ordinary shares |
50,000 Fully paid ordinary shares |
| 10/05/22 | David Edward Trimboli | On-market purchase | $22,887.72 | 289,718 Fully paid ordinary shares |
289,718 Fully paid ordinary shares |
| 23/12/22 | Audeara Investments Pty Ltd |
Dilution due to share issuance fromplacement |
N/A | N/A | N/A |
4. Present relevant interests
604 page 2/2 15 July 2001
| 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 Audeara Investments Pty Ltd Audeara Investments Pty Ltd Audeara Investments Pty Ltd Relevant interest under s608(1) of the Corporations Act 2001 (Cth) as the registered holder of the shares 15,235,459 Fully paid ordinary shares Seefeld Investments Pty Ltd Seefeld Investments Pty Ltd Seefeld Investments Pty Ltd Relevant interest under s608(1) of the Corporations Act 2001 (Cth) the registered holder of the shares 224,062 Fully paid ordinary shares David Edward Trimboli David Edward Trimboli David Edward Trimboli Relevant interest under s608(1) of the Corporations Act 2001 (Cth) as the registered holder of the shares 481,284 Fully paid ordinary shares David Edward Trimboli Audeara Investments Pty Ltd Audeara Investments Pty Ltd Relevant interest under s608(3)(a) because he has voting power of 80% in Audeara Investments Pty ~~Ltd~~ 15,235,459 Fully paid ordinary shares David Edward Trimboli Seefeld Investments Pty Ltd Seefeld Investments Pty Ltd Relevant interest under s608(3)(b) because he has voting power of 100% in ~~Seefled Investments Pty~~ Ltd and controls Seefeld InvestmentsPtyLtd 224,062 Fully paid ordinary shares 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, t voting interests in the company or scheme are as follows: Name and ACN/ARSN(if applicable) Nature of association - - 6. Addresses The addresses of persons named in this form are as follows: Name Address Audeara Investments Pty Ltd Unit 18, 15 Vernon Terrace, Teneriffe QLD 4005 Seefeld Investments Pty Ltd 283 West Coast Drive, Trigg WA 6029 David Edward Trimboli 283 West Coast Drive, Trigg WA 6029 Signature print name capacity sign here date / / |
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 Audeara Investments Pty Ltd Audeara Investments Pty Ltd Audeara Investments Pty Ltd Relevant interest under s608(1) of the Corporations Act 2001 (Cth) as the registered holder of the shares 15,235,459 Fully paid ordinary shares Seefeld Investments Pty Ltd Seefeld Investments Pty Ltd Seefeld Investments Pty Ltd Relevant interest under s608(1) of the Corporations Act 2001 (Cth) the registered holder of the shares 224,062 Fully paid ordinary shares David Edward Trimboli David Edward Trimboli David Edward Trimboli Relevant interest under s608(1) of the Corporations Act 2001 (Cth) as the registered holder of the shares 481,284 Fully paid ordinary shares David Edward Trimboli Audeara Investments Pty Ltd Audeara Investments Pty Ltd Relevant interest under s608(3)(a) because he has voting power of 80% in Audeara Investments Pty ~~Ltd~~ 15,235,459 Fully paid ordinary shares David Edward Trimboli Seefeld Investments Pty Ltd Seefeld Investments Pty Ltd Relevant interest under s608(3)(b) because he has voting power of 100% in ~~Seefled Investments Pty~~ Ltd and controls Seefeld InvestmentsPtyLtd 224,062 Fully paid ordinary shares 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, t voting interests in the company or scheme are as follows: Name and ACN/ARSN(if applicable) Nature of association - - 6. Addresses The addresses of persons named in this form are as follows: Name Address Audeara Investments Pty Ltd Unit 18, 15 Vernon Terrace, Teneriffe QLD 4005 Seefeld Investments Pty Ltd 283 West Coast Drive, Trigg WA 6029 David Edward Trimboli 283 West Coast Drive, Trigg WA 6029 Signature print name capacity sign here date / / |
interest of the substantial | interest of the substantial | interest of the substantial | holder in voting securities after the change are a | holder in voting securities after the change are a | s follows: | Person's votes 15,235,459 Fully paid ordinary shares 224,062 Fully paid ordinary shares 481,284 Fully paid ordinary shares 15,235,459 Fully paid ordinary shares |
Person's votes 15,235,459 Fully paid ordinary shares 224,062 Fully paid ordinary shares 481,284 Fully paid ordinary shares 15,235,459 Fully paid ordinary shares |
|---|---|---|---|---|---|---|---|---|---|
| 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 | ||||
| Audeara Investments Pty Ltd |
Audeara Investments Pty Ltd |
Audeara Investments Pty Ltd |
Relevant interest under s608(1) of the Corporations Act 2001 (Cth) as the registered holder of the shares |
15,235,459 Fully paid ordinary shares |
15,235,459 Fully paid ordinary shares |
||||
| Seefeld Investments Pty Ltd |
Seefeld Investments Pty Ltd |
Seefeld Investments Pty Ltd |
Relevant interest under s608(1) of the Corporations Act 2001 (Cth) the registered holder of the shares |
224,062 Fully paid ordinary shares |
224,062 Fully paid ordinary shares |
||||
| David Edward Trimboli |
David Edward Trimboli | David Edward Trimboli | Relevant interest under s608(1) of the Corporations Act 2001 (Cth) as the registered holder of the shares |
481,284 Fully paid ordinary shares |
481,284 Fully paid ordinary shares |
||||
| David Edward Trimboli |
Audeara Investments Pty Ltd |
Audeara Investments Pty Ltd |
Relevant interest under s608(3)(a) because he has voting power of 80% in Audeara Investments Pty ~~d~~ |
15,235,459 Fully paid ordinary shares |
15,235,459 Fully paid ordinary shares |
||||
| ~~Lt~~ | |||||||||
| David Edward Trimboli |
Seefeld Investments Pty Ltd |
Seefeld Investments Pty Ltd |
Relevant interest under s608(3)(b) because he has voting power of 100% in |
224,062 Fully paid ordinary shares |
224,062 Fully paid ordinary shares |
||||
| ~~Seefled Investments Pty~~ Ltd and controls Seefeld InvestmentsPtyLtd |
|||||||||
| Name and ACN/ARSN(if applicable) | Nature of association | ||||||||
| - | - | ||||||||
| s follows: | |||||||||
| Name | Address | ||||||||
| Audeara Investments Pty Ltd | Unit 18, 15 Vernon Terrace, Teneriffe QLD 4005 | ||||||||
| Seefeld Investments Pty Ltd | 283 West Coast Drive, Trigg WA 6029 | ||||||||
| David Edward Trimboli | 283 West Coast Drive, Trigg WA 6029 | ||||||||
| capacity date / / |
604 page 3/2 15 July 2001
DIRECTIONS
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(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 inparagraph6of the form.
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(2) See the definition of "associate" in section 9 of the Corporations Act 2001.
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(3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
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(4) The voting shares of a company constitute one class unless divided into separate classes.
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(5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
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(6) Include details of:
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(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
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(b) Any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting wpeors 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.
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(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 thaerey not paid directly to the person from whom the relevant interest was acquired.
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(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".
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(9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.