BPH ENERGY LTD — Major Shareholding Notification 2017

Mar 16, 2017

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To: Company Name/Scheme: BPH Energy Ltd ACN/ARSN 095 912 002

1. Details of substantial holder (1)

Name: David Breeze, Trandcorp Pty Ltd, Grandbridge Limited

ACN/ARSN 009 107 813________ There was a change in the interests of the substantial holder on 08/03/17 The previous notice was given to the company on 10/08/04 The previous notice was dated 10/08/04

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 or securities(4)	Previous notice		Present notice
	Person’s votes	Voting power(5)	Person’s votes	Voting Power(5)
ORD	16,611,500	39.86%	77,669,486	14.52%

3. Change 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 the change (7)	Class and number of securities affected	Person’s votes affected
8/3/17	David Breeze	Participation in rights issue	$726.92	145,385 ORD	145,385
8/3/17	Trandcorp Pty Ltd in its own right and as trustee	Participation in rights issue	$ 89,006.29	17,800,258 ORD	17,800,258
8/3/17	David Breeze, Trandcorp Pty Ltd, Grandbridge Limited	Underwriter of shortfall under rights issue by Grandbridge Securities Pty Ltd	$175,000	35,000,000 ORD	35,000,000
8/3/17	David Breeze, Trandcorp Pty Ltd, Grandbridge Limited	Participation in rights issue by Grandbridge ltd	$16,945.50	3,389,100 ORD	3,389,100

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
David Breeze	David Breeze	David Breeze	Registered holder	290,770 ORD	0.05%
David Breeze, Trandcorp Pty Ltd	Trandcorp Pty Ltd in its own right and as trustee	Trandcorp Pty Ltd in its own right and as trustee	Registered holder and under section 608(3)	35,600,516 ORD	6.66%
David Breeze, Trandcorp Pty Ltd, Grandbridge Limited	Grandbridge Limited	Grandbridge Limited	Registered holder and under section 608(3)	6,778,200 ORD	1.27%
David Breeze, Trandcorp Pty Ltd, Grandbridge Limited	Grandbridge Securities Pty Ltd	Grandbridge Securities Pty Ltd	Registered holder and under section 608(3)	35,000,000 ORD	6.54%

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 and ACN/ARSN (if applicable) Name of association N/A N/A

6. Addresses

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

Name Address David Breeze, Trandcorp and Grandbridge 14 View Street, North Perth WA Limited

Signature

Print name D Breeze

Capacity___In his own right and as a Director of Trandcorp Pty Ltd and Grandbridge Limited

sign here date 17/ 3 / 17

______________

DIRECTIONS

1) If there are a number of substantial holder 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 member is clearly set out in paragraph 6 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 section 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 detail of:

• i) 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 the contract, scheme or arrangement; and

• ii) Any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of , the voting powers or disposal or the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

• 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 ital. associates 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) white ‘unknown”

• 9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.