COVENTRY GROUP LIMITED — Major Shareholding Notification 2019

Sep 15, 2019

604 GUIDE page 1/1 13 March 2000

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To: Company Name/Scheme Coventry Group Limited (ASX:CYG) ACN/ARSN ACN 008 670 102 1. Details of substantial holder (1) Name Sandon Capital Pty Ltd ACN\ARSN (if applicable) ACN 130 853 691

There was a change in the interests of the substantial holder on 13/09/19 The previous notice was given to the company on 01/08/19 The previous notice was dated 01/08/19

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)	Previousnotice		Presentnotice
	Person’svotes	Voting power(5)	Person’svotes	Voting power(5)
Ordinary shares	7,286,886	8.1%	8,563,454	9.5%

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	Nature of change (6)	Consideration given in	Class and	Person’s votes affected
	interest changed		relation to change (7)	number of
				securities
				affected
06/09/19-	Sandon Capital Pty Ltd				1,276,568
13/09/19
06/09/19	Fundhost Limited as	On market purchases	$27,833	27,823	27,823
	trustee of Sandon
	Capital ActivistFund
06/09/19	Sandon Capital	On market purchases	$64,943	64,919	64,919
	InvestmentsLimited
09/09/19-	Mercantile Investment	On market purchases	$1,210,758	1,183,826	1,183,826
13/09/19	CompanyLimited

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of	Registered holder of	Person entitled to be	Nature of relevant	Class and	Person’s votes
relevant	securities	registered as holder (8)	interest (6)	number of
interest				securities
Sandon Capital			Power to exercise (or to	8,563,454	8,563,454
Pty Ltd			control) voting power and
			dispose of securities as
			investment manager of
			Sandon Capital Activist
			Fund and Sandon
			Capital Investments
			Limited

			604 GUIDEpage 2/113 March 2000	604 GUIDEpage 2/113 March 2000	604 GUIDEpage 2/113 March 2000	604 GUIDEpage 2/113 March 2000
FundhostLimited astrustee ofSandon CapitalActivistFund	National Nominees	Fundhost Ltd as trusteeof Sandon CapitalActivist Fund	Registered holder	3,239,562	3,239,562
Sandon CapitalInvestmentsLimited	One ManagedInvestment FundsLimited	Sandon CapitalInvestments Limited	Registered holder	4,140,066	4,140,066
MercantileInvestmentCompanyLimited	One ManagedInvestment FundsLimited	Mercantile InvestmentCompany Limited	Registered holder	1,183,826	1,183,826

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 andACN/ARSN(ifapplicable)	Nature ofassociation

6. Addresses

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

Name	Address
SandonCapital PtyLtd	Level5,139Macquarie Street, SydneyNSW,2000
SandonCapital InvestmentsLimited	Level5,139Macquarie Street, SydneyNSW,2000
National NomineesLimited	Level 12, 500Bourke St,MelbourneVIC 3000
OneManagedInvestmentFundsLimited	Level 11,20HunterStreet, SydneyNSW,2000
Fundhost Limited	Suite 5.01, Level 5, 28 O'Connell Street, Sydney, NSW 2000

Signature

print name Gabriel Radzyminski capacity Director

sign here

==> picture [172 x 36] intentionally omitted <==

date 16 September 2019

DIRECTIONS

(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.

(2) See the definition of “associate” in section 9 of the Corporations Act 2001.

(3) See the definition of “relevant interest” in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

(6) Include details of:

• (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. 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

• (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.

604 GUIDE page 3/1 13 March 2000

(7) 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 the relevant interest was acquired.

(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". (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.