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COMMS GROUP LTD — Major Shareholding Notification 2019
Mar 12, 2019
64618_rns_2019-03-12_e9046f91-5a53-49be-9950-f991add1061a.pdf
Major Shareholding Notification
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page 1/1 13 March 2000
604
| Form 604 |
|---|
| Corporations Act 2001 |
| Section 671B |
Notice of change of interests of substantial holder
| To Company Name/Scheme | CommsChoice Group Limited ("CommsChoice") | |||
|---|---|---|---|---|
| ACN/ARSN | 619 196 539 | |||
| 1. Details of substantial holder (1) | ||||
| Name | Brent O'Shaughnessy | |||
| ACN/ARSN (if applicable) | ||||
| There was a change in the interests of the | ||||
| substantial holder on | 08/03/2019 | |||
| The previous notice was given to the company on | N/A | |||
| The previous notice was dated | N/A | |||
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 | 7,339,091 | 7.133% (based on 102,889,129 issued ordinary 11,463,076 shares) |
$9.57%$ (based on 119,781,042 ordinary shares) |
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 |
|---|---|---|---|---|---|
| 21/12/2017 | Increase in voting power following the purchase of 800,000 shares pursuant to the prospectus dated 28 November 2017 |
\$200,000 | 800,000 | 800,000 | |
| 6/04/2018 | Oracle Telecom <oracle completionLtd A/C |
Increase in voting power following the issue of shares Pty following finalisation Accounts as per the Company's ASX announcement dated 6 April 2018 |
Purchase price payable under the Acquisition Agreement between Oracle Telecom Pty Ltd <oracle Telecom A/C> as vendor and CommsChoice in respect of the sale and purchase of Oratel Pty Ltd</oracle |
1,227,102 | 1.227,102 |
| 08/03/2019 | Oracle Telecom Pty following release of Ltd <oracle claims="" retentionA/C |
Increase in voting power following the issue of shares Amount as per the Company's ASX announcement dated 8 March 2019 |
Purchase price payable under the Acquisition Agreement between Oracle Telecom Pty Ltd <oracle Telecom A/C> as vendor and CommsChoice in respect of the sale and purchase of Oratel Pty Ltd</oracle |
2,096,883 | 2,096,883 |
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 |
|---|---|---|---|---|---|
| Telecom A/C> | Oracle Telecom Oracle Telecom Pty Oracle Telecom Pty Pty Ltd <oracleltd <oracle="" telecomA/C |
A/C | Relevant interest as the registered holder of ordinary shares pursuant to section 608(1) of the Corporations Act. |
10,663,076 | 10,663,076 |
| Brent O'Shaughnessy |
Oracle Telecom Pty Oracle Telecom Pty Ltd <oracle <oracle="" ltd="" telecom="" telecomA/C |
A/C | Relevant interest in ordinary shares as a potential beneficiary of the Oracle Telecom Trust for which Oracle Telecom Pty Ltd is appointed as trustee pursuant to section 608(2) of the Corporations Act and as the controller of Oracle Telecom Pty Ltd section 608(3)(b) of the Corporations Act. |
As above | As above |
| <oracle Telecom A/C></oracle |
< Oracle Telecom | A/C | Relevant interest as the registered holder of ordinary shares pursuant to section 608(1) of the Corporations Act. |
800,000 | 800,000 |
| Brent O'Shaughnessy |
< Oracle Telecom | A/C | Relevant interest in ordinary shares as a potential beneficiary of the Oracle Telecom Trust pursuant to section 608(2) of the Corporations Act. |
As above | As above |
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 applicable) |
ACN/ARSN (if |
Nature of association |
|---|---|---|
| Not applicable | Not applicable |
6. Addresses
The addresses of persons named in this form are as follows:
| Name | Address | |
|---|---|---|
| Brent O'Shaughnessy | 8 Drewett Circuit, Croydon VIC 3136 | |
| Oracle Telecom Pty Ltd <oracle aboveA/C | ||
| As above |
Signature
| print name | Brent O'Shaughnessy | capacity | DIRECTOR |
|---|---|---|---|
| sign here | date | 03/2019 |
DIRECTIONS
- 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 $(1)$ 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 6 of the form.
- See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
- See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
- The voting shares of a company constitute one class unless divided into separate classes. $(4)$
- The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
- Include details of: $(6)$
- any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy $(a)$ 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
- 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 $(b)$ 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.
- 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, $(7)$ 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 on 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 the relevant interest was acquired.
- 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". $(8)$
- Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$