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ELECTRO OPTIC SYSTEMS HOLDINGS LIMITED — Major Shareholding Notification 2020
May 18, 2020
64861_rns_2020-05-18_21ccc638-71b5-47f5-ba99-06474e4c6b15.pdf
Major Shareholding Notification
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603 page 2/2 15 July 2001
Form 603 Corporations Act 2001 Section 671B
Notice of initial substantial holder
To Company Name/Scheme Electro Optic Systems Holdings Limited ( Company )
ACN/ARSN
092 708 364
1. Details of substantial holder (1)
Name ACN/ARSN (if applicable)
EOS Loan Plan Pty Ltd ACN 637 891 144 together with its associate Ian Dennis (together, the Relevant Parties ). See above
The holder became a substantial holder on 19/05/2020
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) | |
|---|---|---|---|---|
| Ordinary shares in the Company | 7,491,843 |
7,491,843 | 5.13% |
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 a substantial holder are as follows:
| Holder of relevant interest | Nature of relevant interest(7) | Class and number of securities | |
|---|---|---|---|
| The Relevant Parties | Relevant interest under paragraph 608(1)(a) and/or 608(2) of the_Corporations Act 2001_(Cth), being a relevant interest arising as a result of having the power to control the exercise of the right to vote attached to securities and/or to control the exercise of the power to dispose of securities in a proprietary capacity |
7,491,843 fully paid ordinary shares in the Company |
4. Details of present registered holders
The persons registered as holders of the securities referred to in paragraph 3 above are as follows:
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder(8) |
Class and number of securities |
|
|---|---|---|---|---|
| The Relevant Parties | EOS Loan Plan Pty Ltd | EOS Loan Plan Pty Ltd | 7,450,000 fully paid ordinary shares in the Company |
|
| The Relevant Parties | Dennis Corporate Services Pty Limited as trustee for the Dennis Superannuation Fund |
Dennis Corporate Services Pty Limited as trustee for the Dennis Superannuation Fund |
41,818 fully paid ordinary shares in the Company |
|
| The Relevant Parties | Dennis Corporate Services Pty Limited | Dennis Corporate Services Pty Limited | 25 fully paid ordinary shares in the Company |
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 |
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| The Relevant Parties | 19 May 2020 | Non-cash. Shares issued to EOS Loan Plan Pty Ltd in its capacity as trustee for shares issued to eligible employees under the Electro Optic Systems Holdings Limited Loan Funded Share Plan |
2,270,000 fully paid ordinary shares in the Company |
|
|---|---|---|---|---|
| The Relevant Parties | 15 May 2020 | Cash. Shares acquired by Dennis Corporate Services Pty Limited as trustee for the Dennis Superannuation Fund under the Company's share purchase plan. Shares were acquired for cash consideration of $4.40 per ordinary share. |
6,818 fully paid ordinary shares in the Company |
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 |
|---|---|
| EOS Loan Plan Pty Ltd ACN 637 891 144 |
Ian Dennis is the sole shareholder as well as the sole director and secretary of EOS Loan Plan Pty Ltd |
| Dennis Corporate Services Pty Limited as trustee for the Dennis Superannuation Fund |
Ian Dennis is the sole shareholder as well as the sole director and secretary of Dennis Corporate Services Pty Limited |
| Dennis Corporate Services Pty Limited | Ian Dennis is the sole shareholder as well as the sole director and secretary of Dennis Corporate Services Pty Limited |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| EOS Loan Plan Pty Ltd ACN 637 891 144 |
Suite 3, Level 12, 75 Elizabeth Street, Sydney NSW 2000 |
| Dennis Corporate Services Pty Limited as trustee for the Dennis Superannuation Fund |
Unit 5, 17 Munro Street, McMahons Point, NSW 2060 |
| Dennis Corporate Services Pty Limited | Unit 5, 17 Munro Street, McMahons Point, NSW 2060 |
Signature
In his personal capacity and in his capacity as sole director of EOS print name Ian Alistair Dennis capacity Loan Plan Pty Limited and Dennis Corporate Services Pty Limited sign here date 19/05/2020 DIRECTIONS
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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; and
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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).
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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.
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603 GUIDE page 1/1 13 March 2000
GUIDE
This guide does not form part of the prescribed form and is included by ASIC to assist you in completing and lodging form 603.
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Signature This form must be signed by either a director or a secretary of the substantial holder.
Lodging period Nil
Lodging Fee Nil
Other forms to be
Nil
completed
Additional information (a) If additional space is required to complete a question, the information may be included on a separate piece of
paper annexed to the form.
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(b) This notice must be given to a listed company, or the responsible entity for a listed managed investment scheme. A copy of this notice must also be given to each relevant securities exchange.
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(c) The person must give a copy of this notice:
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(i) within 2 business days after they become aware of the information; or
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(ii) by 9.30 am on the next trading day of the relevant securities exchange after they become aware of the information if:
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(A) a takeover bid is made for voting shares in the company or voting interests in the scheme; and
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(B) the person becomes aware of the information during the bid period.
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Annexures
To make any annexure conform to the regulations, you must
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1 use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides
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2 show the corporation name and ACN or ARBN
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3 number the pages consecutively
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4 print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied
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5 identify the annexure with a mark such as A, B, C, etc
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6 endorse the annexure with the words:
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This is annexure (mark) of (number) pages referred to in form (form number and title)
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7 sign and date the annexure.
The annexure must be signed by the same person(s) who signed the form.
Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.
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