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CENTURIA CAPITAL GROUP Major Shareholding Notification 2017

Oct 15, 2017

64677_rns_2017-10-15_46408573-2400-47fc-8ff5-9920bce1d812.pdf

Major Shareholding Notification

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Section 671B

Notice of initial substantial holder

To Company Name/Scheme CENTURIA CAPITAL LIMITED (CNI) (consisting of CENTURIA CAPITAL LIMITED and CENTURIA FUNDS
MANAGEMENT LIMITED AS RESPONSIBLE ENTITY OF THE CENTURIA CAPITAL FUND)
ACN/ARSN CENTURIA CAPITAL LIMITED ABN 22 095 454 336
CENTURIA FUNDS MANAGEMENT LIMITED ACN 607 153 588
CENTURIA CAPITAL FUND ARSN 613 856 358
Details of substantial holder (1)
1.
Name MAGIC TT PTY LTD (MTT)
ANDREW PRIDHAM and the entities listed in Annexure A (AP)
ACN/ARSN (if applicable) 143 275 138
The holder became a substantial holder on 16 October 2017

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)
Ordinary fully paid stapled
securities (Ordinary)
29,580,165 29.580.165 11.31%

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 Nature of relevant interest (7) Class and number of securities
MTT MTT has a deemed relevant interest in the Ordinary
Shares held by Moelis Australia Asset Management
Limited (MAAM) due to it holding above 20% in
Moelis Australia Limited (MOE) and a deemed
relevant interest in those Ordinary Shares held by
AP and its associates.
29,580,165 Ordinary Shares
AP AP has a deemed relevant interest under section
608 of the Corporations Act resulting from the
relevant interests held by MTT and the entities listed
lin Annexure A.
29,580,165 Ordinary Shares

4. Details of present registered 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 as holder (8)
Class and number
of securities
All holders listed above Pershing Australia Nominees Pty
Ltd ACN 137 911 730
MAAM 25,318,108 Ordinary
Shares
All holders listed above Cicerone Capital Pty Ltd Cicerone Capital Pty Ltd 3,512,057 Ordinary
Shares
All holders listed above AJA Investments Pty Ltd AJA Investments Pty Ltd 750,000 Ordinary
Shares

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) Class and number
of securities
Cash Non-cash
Refer to Annexure B
The control of the fields and the control of

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
Refer to Annexure A Each is controlled by AP.

7. Addresses

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

Name Address
Magic TT Pty Ltd Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Andrew Pridham C/- Moelis Australia, Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW
2000
Refer to Annexure A

Signature

print name Andrew Pridham capacity Director and in his own
capacity
sign here date $16/10/2017$

ANNEXURE A TO FORM 603 NOTICE OF INITIAL SUBSTANTIAL HOLDER

This is Annexure A referred to in Form 603 - Notice of initial substantial holder.

Signed:

oes $\overline{\phantom{a}}$ į.

Name: Andrew Pridham

Date: 16 OCTOBER 2017

Name Address
AJA Investments Pty Limited ACN 071 729 603 Level 2, 23-25 O'Connell Street, Sydney NSW 2000
Cicerone Capital Pty Limited ACN 136 097 259 Level 2, 23-25 O'Connell Street, Sydney NSW 2000

ANNEXURE B TO FORM 603 NOTICE OF INITIAL SUBSTANTIAL HOLDER

This is Annexure B referred to in Form 603 - Notice of initial substantial holder.

T Signed:

Name: Andrew Pridham

Date: 16 OCTOBELR 2017

Holder of relevant
interest
Date of
acquisition
Consideration (9) Class and number
of securities
Cash Non-cash
MTT and AP Per Moelis
Australia Limited
Substantial
Holder Notice
dated 16 October
2017
25,318,108 Ordinary
MTT and AP 30-Dec-16 \$750,000 750,000 Ordinary
MTT and AP 30-Dec-16 \$3,512,057 3,512,057 Ordinary