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DATA#3 LIMITED — Major Shareholding Notification 2018
Jan 30, 2018
64791_rns_2018-01-30_dcece5fa-cf87-4c58-80ab-9cc2ded3ad57.pdf
Major Shareholding Notification
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Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
| To Company Name/Scheme | Data#3 Limited | ||
|---|---|---|---|
| ACN/ARSN | ACN 010 545 267 | ||
| 1. Details of substantial holder (1) | |||
| Name | Cat Rock Capital Master Fund LP | ||
| ACN/ARSN (if applicable) | |||
| There was a change in the interests of the substantial holder on |
24 / 11 / 2017 | ||
| The previous notice was given to the company on | /2017 23 / 11 |
||
| The previous notice was dated | 23 / 11 / 2017 |
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) in when last required, and when now required, to give a substanti
| Class of securities (4) | Previous notice | AASTERSTEIN TECHNOLOGI Present notice |
||
|---|---|---|---|---|
| Person's votes | Voting power (5) | Person's votes -------------------------------------- |
Voting power (5) | |
| Ordinary | ______ 8.469.444 |
5.50% | 10.955.950 | $.12\%$ |
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
| 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 |
|---|---|---|---|---|---|
| 23/11/2017 | Cat Rock Capital Master Fund LP |
On market purchase | AU\$2,947 945 00 | Ordinary shares 1.550.000 |
1.550,000 |
| 28/11/2017 | Cat Rock Capital Master Fund LP |
On market purchase | AU\$212,931.43 | Ordinary shares 111.969 |
111.969 |
| 29/11/2017 | Cat Rock Capital Master Fund LP |
On markel purchase | AU\$16,542.73 | Ordinary shares 3.698 |
8.698 |
| 18/12/2017 | Cat Rock Capital Master Fund LP |
On market purchase | AU\$178,580.60 | Ordinary shares 102.530 |
102.530 |
| 17/01/2018 | Cat Rock Capital Master Fund LP |
On market purchase | AU\$430.430.00 | Ordinary shares 250,000 |
250,000 |
| 18/01/2018 | Cat Rock Capital Master Fund LP |
On market purchase | AU\$106,109.60 | Ordinary shares 51.630 |
61.630 |
| 19/01/2018 | Cat Rock Capital Master Fund LP |
On market purchase | AU\$691,578.77 | Ordinary shares 401.679 |
401.679 |
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 |
|---|---|---|---|---|---|
| Cat Rock Capital Master FundLP |
Cat Rock Capital Master Fund LP |
Cat Rock Capital Master Fund LP |
Legal and beneficial interest as a result of the on market purchase of shares. |
Ordinary shares 10.955.950 |
10,955,950 |
| Cat Rock Capital Management ŁΡ |
Cal Rock Capital Master Fund LP |
Cat Rock Capital Master Fund I P |
Relevant interest under 608(1)(b) 608(1)(c) and 608(3) of the Corporations Act 2001 (Cth) in that Cat Rock Capital Management LP controls Cat Rock Capital Master Fund LP. |
Ordinary shares 10 955,950 |
10,955,950 |
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 |
|---|---|
| . . . ----- |
|
| . | . |
6. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Cat Rock Capital Master Fund LP | PO Box 309, Ugland House |
| Grand Cayman, KY1-1104 Cayman Islands. | |
| Cat Rock Capital Management LP | 8 Sound Shore Drive, Suite 302 |
| Greenwich, CT 06830 |
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| gnature | Undrew r | 7 | |
|---|---|---|---|
| print name | linn | capacity | |
| sign here | hal $\overline{A}$ ,,,, |
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 $(1)$ 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 6 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.
- The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
- $(6)$ 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 wit 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.
- Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired $\left( 7\right)$ 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.
- If the substantial holder is unable to determine the identity of the person (eg if the relevant interest arises because of an option) write $(8)$ "unknown".
- $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.