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CODEIFAI LIMITED — Major Shareholding Notification 2016
Jan 7, 2016
64630_rns_2016-01-07_dbf79749-b979-4abd-9aaf-af5c96a83a6f.pdf
Major Shareholding Notification
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603 page 1/2 15 July 2001
| Form 603 Corporations Act 2001 Section 671B Notice of initial substantial holder |
Form 603 Corporations Act 2001 Section 671B Notice of initial substantial holder |
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| 373943 v1 ToCompanyName/Scheme YPB GROUP LTD ACN/ARSN 108 649 421 1. Details of substantial holder (1) Name LANSTEAD CAPITAL LP ACN/ARSN(ifapplicable) LP011908 The holder became a substantial holder on 6 JANUARY2016 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 asfollows: Class of securities(4) Number of securities Person's votes(5) Voting power(6) Ordinary 20,192,307 20,192,307 11.85 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 asfollows: Holder of relevantinterest Nature of relevant interest (7) Class and numberof securities Lanstead Capital LP Direct 20,192,307 Lanstead Partners Limited Indirect 20,192,307 Cogent Capital Corp. Indirect 20,192,307 GregKofford Indirect 20,192,307 Mark Holden Indirect 20,192,307 4. Details of present registered holders The persons registered as holders of the securities referred to in paragraph 3 above are asfollows: Holder of relevant interest Registered holderof securities Person entitled to be registered as holder (8) Class and number of securities Lanstead Capital LP Lanstead Capital LP Lanstead Capital LP 20,192,307 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 Ordinary Lanstead Capital LP 6 January 2016 $5,000,000 20,192,307 |
YPB GROUP LTD | |
| 108 649 421 | ||
| LP011908 |
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603 page 2/2 15 July 2001
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
| Name and ACN/ARSN(ifapplicable) | Nature of association |
|---|---|
| Lanstead Partners Ltd (CompanyNumber 06025782) |
General Partner of Lanstead L.P. |
| Cogent Capital Corp. | Limited partner of Lanstead Capital L.P. |
| Greg Kofford | Holder of entire issued share capital of Cogent Capital Corp. |
| Mark Holden | Limited partner of Lanstead Capital L.P. |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Lanstead Capital L.P. | c/o CooleyServices Limited,Dashwood,69 Old Broad Street,London EC2M 1QS |
| Lanstead Partners Ltd | c/o CooleyServices Limited,Dashwood,69 Old Broad Street,London EC2M 1QS |
| Cogent Capital Corp. | c/o CooleyServices Limited, Dashwood, 69 Old Broad Street, London EC2M 1QS |
| GregKofford | c/o CooleyServices Limited,Dashwood,69 Old Broad Street,London EC2M 1QS |
| Mark Holden | c/o CooleyServices Limited, Dashwood, 69 Old Broad Street, London EC2M 1QS |
Signature
| print name sign here |
LISA DE VARGAScapacity COMPANY CONTROLLER |
|---|---|
date6/1/2016 |
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 in paragraph 7 of 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 total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.
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(6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
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(7) Include details of:
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(a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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 powers 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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(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) 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 they are not paid directly to the person from whom he relevant interest was acquired.
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