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CENTURIA CAPITAL GROUP Major Shareholding Notification 2019

Sep 26, 2019

64677_rns_2019-09-26_4a5524ce-1c40-49bf-aa61-83da064716b1.pdf

Major Shareholding Notification

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604 page 1/2 15 July 2001

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of 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 MAGIC TT PTY LTD ( MTT ) ANDREW PRIDHAM and the entities listed in Annexure A ( AP ) ACN/ARSN (if applicable) 143 275 138

There was a change in the interests of the substantial holder on 25/ 09 / 2019 The previous notice was given to the company on 05/ 11 / 2018 The previous notice was dated 05 / 11 / 2018

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 Present notice
Person’s votes Voting power(5) Person’s votes Voting power(5)
Ordinary fully paid stapled
securities (Ordinary)
42,677,495 11.13% 33,225,114 7.68%

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
25/09/2019 MTT and AP MTT’s and AP’s
voting power has
decreased due to the
allocation of
47,691,129 securities
pursuant to an
institutional
placement as
announced in CNI’s
Appendix 3B dated
25 September 2019
and change in
substantial holding of
Moelis Australia
Limited (see MOE
substantial notice
dated 27/9/19)
Not Applicable Not Applicable Not Applicable
19/09/2019 AP Sale of 2,131,029
securities
$2.10 2,131,029 2,131,029

604 page 2/2 15 July 2001

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
All holders listed above The Trust
Company
(Australia)
Limited
Moelis
Australia Asset
Management
Ltd (MAAM) in
its capacity as
trustee of the
Moelis
Australia SIV
Property Fund
MTT has a deemed relevant
interest in the Ordinary Securities
held by 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.
25,794,086
Ordinary
25,794,086
All holders listed above J.P.
Morgan
Nominees
Australia
Pty Ltd
MAAM in its
capacity as
trustee of the
Moelis
Australia SIV
Public
Investment
Fund
MTT has a deemed relevant
interest in the Ordinary Securities
held by 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.
5,300,000
Ordinary
5,300,000
All holders listed above Cicerone
Capital
Pty Ltd
Cicerone
Capital Pty
Ltd
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 in
AnnexureA.
2,131,028
Ordinary
2,131,028

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) Nature of association
Not applicable

6. Addresses

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

Name Address
MagicTT PtyLtdACN 143275138 Level 27, Governor PhillipTower,1 Farrer Place, SydneyNSW 2000
Andrew Pridham c/- Moelis Australia, Level 27, Governor Phillip Tower, 1 Farrer Place
SydneyNSW 2000

Signature

print name Andrew Pridham Capacity Director and in his own capacity

sign here date 27 / 09 / 2019

604 GUIDE page 1/1 13 March 2000

ANNEXURE A TO FORM 604 NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

This is annexure A of one page referred to in Form 604 Notice of change of interests of substantial holder dated 27 September 2019

==> picture [146 x 30] intentionally omitted <==

_________ Andrew Pridham

Name Address
Top 4 Pty Ltd ACN 166 831 447 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