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DEVELOP GLOBAL LIMITED — Major Shareholding Notification 2023
Jul 2, 2023
64801_rns_2023-07-02_a7d2fdb3-1414-45e8-9a1a-aa0d4257b4e1.pdf
Major Shareholding Notification
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Form 603 Corporations Act 2001 Section 671B
Notice of initial substantial holder
To Company Name/Scheme
Essential Metals Limited ( Essential )
ACN/ARSN
ACN 103 423 981
1. Details of substantial holder (1)
Name Develop Global Limited ( Develop ) and the entities listed in Annexure ‘A’ ( Develop Group ) ACN/ARSN (if applicable) ACN 122 180 205
The holder became a substantial holder on 02/07/2023
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 as follows:
| Class of securities(4) | Number of securities | Person’s votes(5) | Voting power(6) |
|---|---|---|---|
| OrdinaryShares | 52,300,000 | 52,300,000 | 19.55% |
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 substantial holder are as follows:
| er are as follows: | ||
|---|---|---|
| Holder of relevant interest | Nature of relevant interest(7) | Class and number of securities |
| Develop | Develop has a relevant interest under section 608(1)(b) and (c) of the Corporations Act 2001(Cth) pursuant to a Voting Deed with respect to shares in Essential between Develop and Lithium Resources Operations Pty Ltd (ACN 657 042 218) dated 2 July 2023, a copy of which is annexed to this notice as Annexure B. |
52,300,000 fully paid ordinary shares |
| Members of the Develop Group other than Develop |
Other members of the Develop Group have a relevant interest through the application of section 608(3) of the Corporations Act 2001(Cth) |
52,300,000 fully paid ordinary shares |
4. Details of present registered holders
| The persons registered as holders of the securities referred to inparagraph 3 above are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Class and number Develop Global Limited Lithium Resources Operations Pty Ltd Lithium Resources Operations Pty Ltd 52,300,000 fully paid ordinary shares |
The persons registered as holders of the securities referred to inparagraph 3 above are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Class and number Develop Global Limited Lithium Resources Operations Pty Ltd Lithium Resources Operations Pty Ltd 52,300,000 fully paid ordinary shares |
The persons registered as holders of the securities referred to inparagraph 3 above are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Class and number Develop Global Limited Lithium Resources Operations Pty Ltd Lithium Resources Operations Pty Ltd 52,300,000 fully paid ordinary shares |
The persons registered as holders of the securities referred to inparagraph 3 above are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Class and number Develop Global Limited Lithium Resources Operations Pty Ltd Lithium Resources Operations Pty Ltd 52,300,000 fully paid ordinary shares |
The persons registered as holders of the securities referred to inparagraph 3 above are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Class and number Develop Global Limited Lithium Resources Operations Pty Ltd Lithium Resources Operations Pty Ltd 52,300,000 fully paid ordinary shares |
|---|---|---|---|---|
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder(8) |
Class and number |
|
| Develop Global Limited | Lithium Resources Operations Pty Ltd |
Lithium Resources Operations Pty Ltd |
52,300,000 fully paid ordinary shares |
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) | Consideration (9) | Class and number of securities |
|---|---|---|---|---|
| Cash | Non-cash | |||
| Develop Global Limited | 2 July 2023 | Nil | 52,300,000 fully paid ordinary shares |
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
| Name and ACN/ARSN (if applicable) | Nature of association |
|---|---|
| See Annexure A | See Annexure A |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| DevelopGlobal Limited | 234 RailwayParade,West Leederville,WA 6007 |
| Lithium Resources Operations PtyLtd | 20 Walters Drive,Osborne Park WA 6017 |
Signature
| print name Steven Wood | capacity | Company Secretary |
|---|---|---|
| sign here | date | 03/07/2023 |
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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;
- d
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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, moneys 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.
Develop Global Limited ACN 122 180 205
ANNEXURE ‘A’
This is Annexure ‘A’ of 1 Page referred to in Form 603 (Notice of initial substantial holder).
To company name: Essential Metals Limited ACN: 103 423 981
Name: Steven Wood
Title: Company Secretary Date: 3 July 2023
Develop Group
| Name | Address | ACN |
|---|---|---|
| Develop Global Limited | 234 Railway Parade, West Leederville, WA 6007 |
122 180 205 |
| Jutt Resources Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
119 345 327 |
| Juranium Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
126 229 605 |
| CMG Gold Ltd | 234 Railway Parade, West Leederville, WA 6007 |
120 124 727 |
| Venturex Pilbara Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
071 748 911 |
| Venturex Sulphur Springs Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
113 177 432 |
| Dev Mining Services Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
657 914 102 |
| Heron Resources Ltd | 234 Railway Parade, West Leederville, WA 6007 |
068 263 098 |
| Woodlawn Mine Holdings Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
612 657 164 |
| Tarago Operations Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
127 810 413 |
| Tarago Exploration Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
115 529 112 |
| Ochre Resources Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
112 833 351 |
| Hampton Nickel Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
100 180 498 |
| Premium Mining and Civil Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
161 237 985 |
| Premium Mining Personnel Pty Ltd | 234 Railway Parade, West Leederville, WA 6007 |
141 370 738 |
Develop Global Limited ACN 122 180 205
ANNEXURE ‘B’
This is Annexure ‘B’ of 12 Pages referred to in Form 603 (Notice of initial substantial holder).
To company name: Essential Metals Limited ACN: 103 423 981
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Name: Steven Wood
Title: Company Secretary
Date: 3 July 2023
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2/7/2023
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Mark Wilson Derek Oelofse
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