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CULLEN RESOURCES LIMITED — Major Shareholding Notification 2008
Jun 11, 2008
64724_rns_2008-06-11_e5e27fe0-8b19-4c15-99a9-33d865bbc504.pdf
Major Shareholding Notification
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Fax Transmission
| To: | Company Announcements Platform From: | Mark Tzannes | |||||
|---|---|---|---|---|---|---|---|
| Company: | ASX | Date: | 12 June 2008 | ||||
| Fax No: | 1300 135 638 | Pages: 1 of 4 | |||||
| $C_{\mathbf{C}}$ : | |||||||
| If you do not receive all pages, please call (61-7) 3006 1830 | |||||||
| or fax (61-7) 3006 1840 |
Dear Sir/Madam,
CULLEN RESOURCES LIMITED - NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER
- We attach ASIC Form 604 (Notice of change of interests of substantial holder) in relation to ordinary shares of Cullen Resources Limited.
Regards.
Mark Tzannés Director
- Jun. 2008 16:05
Form 604 Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
| Cullen Resources Limited To Company Name/Scheme 006 045 790 ACN/ARSN |
|||||
|---|---|---|---|---|---|
| 1. Details of substantial holder (1) | |||||
| First Reserve Fund X, LP and Its subsidiaries, including FRC Australian Holdings B.V. ('FRC Australian') (collectively 'FRC Group') |
|||||
| Name | (collectively 'AMCI Group') | AMCI International AG and its subsidiaries, including AMCI Investments Pty Ltd ACN 112 315 661 ('AMCI Investments') | |||
| ACN/ARSN (If applicable) | |||||
| There was a change in the interests of the | |||||
| substantial holder on The previous notice was given to the company on |
10/06/2008 | ||||
| 23/04/2008 (by AMCI Group) and 24/04/2008 (by FRC Group) | |||||
| The previous notice was dated | 23/04/2008 |
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:
| Previous notice | Present notice | ||||
|---|---|---|---|---|---|
| Class of securities (4) | Person's voles | Voling power (5) | Person's votes | Voling power (5) | |
| Ordinary Shares (fully paid) | 61.691 132 | 1.12% | 174.740.596 | 13.47% |
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 |
|---|---|---|---|---|---|
| 22/04/2008 | FRC Australian | On market Acquisition |
\$35,805 | 255,750 Ordinary Shares |
255.750 |
| 22/04/2008 | lAMCI Invesiments | On market Acquisition |
\$35,605 | 255,750 Ordinary Shares |
255,750 |
| 23/04/2008 | IFRC Australian. | On market Acquisition |
\$174.953.38 | 1,249,667 Ordinary Shares |
1.249,667 |
| 23/04/2008 | AMCI Investments | On market Acquisition |
\$174.953.38 | 1,249,667 Ordinary Shares |
1,249,607 |
| 30/04/2008 | IFRC Australian | On market Acquisition |
\$20,800 | 160,000 Ordinary Shares |
160,000 |
| 30/04/2008 | AMCI investments | On market Acquisition |
\$20.800 | 160,000 Ordinary Shares |
160,000 |
| 02/05/2008 | IFRC Australian | On market Acquisition |
\$8926.19 | 68,663 Ordinary Shares |
63.663 |
| 102/05/2008 | AMCI Investments | On market Acquisition |
\$8926.06 | 68,662 Ordinary Shares |
68,662 |
| 05/05/2008 | FRC Australian | On market Acaulsilion |
\$13,823.81 | 106,337 Ordinary Shares |
106.337 |
| 105/05/2008 | AMCI Investments | On markel Acquisition |
\$13,823.94 | 106,338 Ordinary Shares |
106,338 |
| 106/06/2008 | IFRC Australian. | On markel Acquisition |
\$75,000 | 500,000 Ordinary Shares |
1500.000 |
| 106/06/2008 | AMCI Investments | On market Acquisition |
\$75,000 | 500,000 Ordinary Shares |
500,000 |
| 10/06/2008 | FRC Australian | On market Acquisition |
\$606.307.25 | 4,184,315 Ordinary Shares |
4.184.315 |
| 10/06/2008 | IAMC l Investments |
'On market . Acquisition |
\$606,307.25 | ,184,315 Ordinary 14. lShares |
.184.315 14. |
||||
|---|---|---|---|---|---|---|---|---|---|
| -- | -- | ------------ | ------------------------------ | --------------------------------------- | -- | -------------- | -- | ------------------------------------- | ----------------- |
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voling securities after the change are as follows:
| Holder of relevant interest |
Registered holder of securilles |
Person entitled to be registered as holder (6) |
Nature of relevant interest (6) |
Class and number of securities |
Person's votes |
|---|---|---|---|---|---|
| lFRC Australian | Rubicon Nominees Ply FRC Australian Ltď |
Under section 608(1) of the Corporations Act (Cth) as a result of FRC Australian purchasing the shares on market in the ordinary course |
37,370,298 Ordinary 37,370,298 Shares |
||
| FRC Group other than FRC Australian) |
Rubicon Nominees Pty $ _{\mathsf{FRC}}$ Australian lLtd |
Under section 608(3) of the Corporations Act (Clh), leach other member of the FRC Group has a relevant Interest in the ordinary shares in which FRC Australian has a relevant. Interest In. |
37,370,298 Ordinary 37,370,298 Shares |
||
| AMCI línvesiments |
IUBS Nominees Ply- Ltd |
IAMCI Investments | Under section 608(1) of the Corporations Act (Cih) as a result of AMCI Investments purchasing the shares on l market in the ordinary lcourse. |
37,370,298 Ordinary 37,370,298 Shares |
|
| AMCI Group (olher lhan IAMCI Invesiments) |
IUBS Nominees Ply lLtd |
IAMCI Investments | Under section 608(3) of the Corporations Act (Cth), each olher member of the AMCI Group has a relevant 37,370,298 Ordinary 37,370,298 interest in the ordinary. shares in which AMCI Invesiments has a relevant i interest In. |
Shares |
6. 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 ALLANDRA |
|---|---|---|---|
| Nol Applicable | . |
$\zeta$ Addresses
$\overline{(\ }$
The addresses of persons named in this form are as follows:
| Name | address. | |
|---|---|---|
| AMCI Investments Pty Ltd | Level 8, Riverside Centre, 123 Eagle Street, Brisbane, Queensland, 4000. | |
| AMCI International AG | Seestrasse 17, 6300 Zug, Switzerland | |
| [FRC Australian Holdings BV | Fred Roeskestraat 123, 1076 EE in Amsterdam, Netherlands | |
| First Reserve Fund X, LP | One Lafayette Place, Greenwich, CT 06830 United States of America | |
| Rubicon Nominees Pty Ltd | Level 21, 123 Eagle Street, Brisbane, Queensland, 4000 | |
| UBS Nominees Pty Ltd | IGPO Box 1257L, Melbourne, Victoria, 3001 |
Signature
| print name | Mark Tzannes as director of AMCI investments Pty Ltd Mike Menzies as attorney for FRC Australian Holdings B∦. |
capacity | ||
|---|---|---|---|---|
| sign here | date | |||
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 voling 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. $(5)$
- $(6)$ Include details of:
- 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 egreement" 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. $(9)$