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CENTURIA CAPITAL GROUP — Major Shareholding Notification 2017
Jan 8, 2017
64677_rns_2017-01-08_bb3469f6-a47c-4eb2-af59-458daf597f8f.pdf
Major Shareholding Notification
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Form 603 Corporations Act 2001
Section 671B
Notice of initial substantial holder
| To Company Name/Scheme | CENTURIA CAPITAL GROUP (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 |
| 1. Details of substantial holder (1) | |
| Name | MOELIS AUSTRALIA HOLDINGS PTY LTD (MAH) and the entities listed in Annexure A |
| ACN/ARSN (if applicable) | 142 008 428 |
The holder became a substantial holder on
$\frac{1}{2}$
06/01/2017
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) |
25.318.108 | 25.318.108 | 11.14% |
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 | |
|---|---|---|---|
| Moelis Australia Visa Fund Manager Pty Ltd ACN 142 008 482 (MAVFM) |
Relevant interest pursuant to section 608(1) as investment manager of The Moelis Australia SIV Property Fund and Moelis Australia SIV Public Investment Fund due to the power to exercise, or control the exercise of, a right to vote attached to the securities and the power to dispose of, or control the exercise of a power to dispose of the securities |
25,318,108 Ordinary | |
| Moelis Australia Asset Management Ltd ACN 142 008 535 (MAAM) |
Registered holder | 25,318,108 Ordinary | |
| Moelis Australia Holdings Pty Ltd ACN 142 008 428 (MAH) |
Relevant interest pursuant to section 608(3) due to holding voting power of above 20% in MAAM |
25,318,108 Ordinary |
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 |
|---|---|---|---|
| MAVFM | MAAM | MAAM | 25,318,108 Ordinary |
| MAAM | MAAM | MAAM | 25,318,108 Ordinary |
| MAH | MAAM | MAAM | 25,318,108 Ordinary |
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 |
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 | |
|---|---|---|
| Moelis Australia Visa Fund Manager Pty Ltd ACN 142 008 482 |
Wholly owned subsidiary of a wholly owned subsidiary | |
| Moelis Australia Asset Management Ltd ACN 142 008 535 |
Wholly owned subsidiary |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Refer to Annexure A |
Signature
| print name HUGH THOMSON | capacity | COMPANY SECRETARY |
|
|---|---|---|---|
| sign here | date | 09/01/2017 | |
ANNEXURE A TO FORM 603 NOTICE OF INITIAL SUBSTANTIAL HOLDER
This is annexure A of one page referred to in Form 603 Notice of initial substantial holder dated 9 January 2017
HUGH THOMSON, COMPANY SECRETARY
| Name | Address | ||
|---|---|---|---|
| Moelis Australia Holdings Pty Ltd ACN 142 008 428 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| ACN 167 316 109 Pty Ltd ACN 167 316 109 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Global Wealth Aged Care Pty Ltd ACN 610 989 994 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Global Wealth Partners Fund Pty Limited ACN 600 190 690 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Global Wealth Residential Pty Ltd ACN 607 039 216 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Global Wealth Residential No. 2 Pty Ltd ACN 607 039 216 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Great Keppel Island Pty Ltd ACN 169 652 742 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| MAAM GP Pty Ltd ACN 164 411 607 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Moelis & Company Australia Pty Ltd ACN 138 030 289 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Moelis Australia Advisory Pty Ltd ACN 142 008 446 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Moelis Australia Asset Management Ltd ACN 142 008 535 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Moelis Australia Retail Asset Management ACN 610 990 004 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Moelis Australia Securities Pty Ltd ACN 122 781 560 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Moelis Australia Visa Fund Manager Pty Ltd ACN 142 008 482 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 | ||
| Western Funds Management Pty Ltd ACN 169 019 765 | Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000 |
ANNEXURE B TO FORM 603 NOTICE OF INITIAL SUBSTANTIAL HOLDER
This is annexure B of one page referred to in Form 603 Notice of initial substantial holder dated 9 January 2017
١
HUGH THOMSON, COMPANY SECRETARY
| Holder of relevant | Date of | Consideration (9) | Class and number | |
|---|---|---|---|---|
| interest | acquisition | of securities | ||
| Cash | Non-cash | |||
| MAAM, MAVFM, MAH | $9$ -Jan-17 | \$25,318,108 | $\blacksquare$ | 25,318,108 Ordinary |