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EMMERSON RESOURCES LIMITED — Major Shareholding Notification 2016
Jun 7, 2016
64876_rns_2016-06-07_148bc4da-6cff-4bb2-ac38-6a6d112937c9.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 | Emmerson Resources Limited ACN 117 086 745 |
|||||||
|---|---|---|---|---|---|---|---|---|
| ACN/ARSN | ||||||||
| 1. Details of substantial holder(1) Name ACN/ARSN (if applicable) |
Stark Emu Gold Ltd. ("Stark Emu") and the persons listed On Annexure A (the "Stark Group") |
|||||||
| There was a change in the interests of the substantial holder on The previous notice was given to the compan- The previous notice was dated |
$6/$ June / 2016 28 / April / 2016 28 / April / 2016 |
|||||||
| 2. Previous and present voting power The total number of votes attached to oil the votter class of |
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
| $\sqrt{1}$ Class of securities (4) $\pm$ Fully paid ordinary |
Previous notice | $\epsilon$ Present notice | ||
|---|---|---|---|---|
| shares | $\pm$ Person's vote 45,014.520 |
Voting power $(5)$ $11.90\%$ of 378, 311, 454 |
Person's vote 34,066,652 |
$+$ Voting power (5) $.9.00\%$ of 378 311 454 |
- 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 |
Person's votes affected |
|---|---|---|---|---|---|
| , Refer to Annexure |
Refer to | Open Market | N/A | affected Refer to |
Refer to |
| د . | Annexure B | Sales and Change in Outstanding |
Annexure τ |
Annexure B |
- Present relevant interests
Particulars of each relevant linterest 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 (B) |
Nature of ralevant interest (6) |
Class and number of securities |
Person's votes |
|---|---|---|---|---|---|
| Refer to | Refer e n | Refer to | |||
| Aunexure | Annexure B | Refer to | Refer to | Refer to | |
| B | Annexure B | Annexure B | Annexure | Annexure B | |
5. Changes in association
| a. Changes in association | $-0.017$ | |
|---|---|---|
| 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 | ||
| Name and ACN/ARSN (if applicable) | ||
| Nature of association | ||
- Addresses
The addresses of persons named in this form are as follows:
| Craigmuir Chambers, PG Box 71, Road Town, Torroia, BVI Stark Group c/o Stark Offshore Management LLC. 735 North Water Street. Suite 790. Milwaukee, Wisconsin 53202 USA CONSULTANT AND ARRANGEMENT Signature Managing Member of Stark Offshore Management LLC, print name Michael A. Roth Investment Manager of capacity Stark Erns Gold Lrd. sign here date 7 June 2016 DIRECTIONS (7) 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 frustee 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 equity trust), the names could be included in an annex לומטghout 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 מתמשטhout the form as a specifically named group if the m (2) See the definition of "associate" in section 9 of the Corporations Act 2001. $\langle 3 \rangle$ See the definition of "relevant interest" in sections 608 and 6718(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 voles 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 6718(4) applies, a copy of any dig relevant agreement of other presented by the mail 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 (0) 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. (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, becom e 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 (3) 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. |
Name | |||
|---|---|---|---|---|
| Stark Emu | Address | |||
| $\lambda$ |
Emmerson Resources Ltd. ACN 117 086 745080 339 671
This is Annexure A of 1 page(s) referred to in Form 604, Notice of Change of Interest of Substantial Holder (being the associates of, controllers of, shareholders of, or other persons with similar relevant interests to Stark Emu and Stark Group signed by me and dated 7 June 2016.
Milal G (TB
Signed by: Michael A. Roth
Stark Group
| Address |
|---|
| c/o Stark Offshore Management LLC, 735 North Water |
| Street, Suite 790, Milwaukee, Wisconsin 53202 USA |
| c/o Stark Offshore Management LLC, 735 North Water |
| Street, Suite 790, Milwaukee, Wisconsin 53202 USA |
| c/o Stark Offshore Management LLC, 735 North Water |
| Street, Suite 790, Milwaukee, Wisconsin 53202 USA |
| 735 North Water Street, Suite 790, Milwaukee, Wisconsin |
| 53202 USA |
| 735 North Water Street, Suite 790, Milwaukee, Wisconsin |
| 53202 USA |
| 735 North Water Street, Suite 790, Milwaukee, Wisconsin |
| 53202 USA |
| 735 North Water Street, Suite 790, Milwaukee, Wisconsin |
| 53202 USA |
Emmerson Resources Ltd. ACN 117 086 745
This is Annexure B of 2 page(s) referred to in Form 604, Notice of Change of Interest of Substantial Holder (being the particulars of each relevant interest of Stark Emu and the Stark Group in voting shares of Emmerson Resources Ltd.) signed by me and dated 7 June 2016.
Mila 15 th
Signed by: Michael A. Roth
| Holder of Relevant Interest |
Registered Holder of Securities |
Person entitled to be registered as Holder |
Nature of Relevant Interest |
No. of Ordinary Shares |
Person's Votes |
Voting Power |
Change from previous Notice |
Reason for change |
|---|---|---|---|---|---|---|---|---|
| Shepherd Investments International, Ltd. |
Stark Emu Gold Ltd. |
N/A | Control (indirect) of registered holder |
34,066,652 | 34,066,652 | 9.00% of 378, 311, 454 |
$-2.90\%$ | Refer Note 1 |
| Stark Investments Limited Partnership |
Stark Emu Gold Ltd. |
N/A | Control (indirect) of registered holder |
34,066,652 | 34,066,652 | 9.00% of 378, 311, 454 |
$-2.90\%$ | Refer Note 1 |
| Shepherd Performance Fund Ltd. |
Stark Emu Gold Ltd. |
N/A | Control (indirect) of registered holder |
34,066,652 | 34,066,652 | 9.00% of 378, 311, 454 |
$-2.90\%$ | Refer Note 1 |
| Stark Dingo Gold Holdings Ltd. |
Stark Emu Gold Ltd. |
N/A | Control (as sole shareholder) of registered holder |
34,066,652 | 34,066,652 | $9.00\%$ of 378, 311, 454 |
$-2.90\%$ | Refer Note 1 |
| Stark Emu Gold Ltd. |
Stark Emu Gold Ltd. |
N/A | Registered holder of shares |
34,066,652 | 34,066,652 | 9.00% of 378, 311, 454 |
$-2.90\%$ | Refer Note 1 |
| Stark Offshore Management LLC |
Stark Emu Gold Ltd. |
N/A | Associate of registered holder (deemed relevant interest under s608(2)(b)(ii) |
34,066,652 | 34,066,652 | 9.00% of 378, 311, 454 |
$-2.90\%$ | Refer Note 1 |
| Holder of Relevant Interest |
Registered Holder of Securities |
Person entitled to be registered as Holder |
Nature of Relevant Interest |
No. of Ordinary Shares* |
Person's votes * |
Voting Power |
Change from previous Notice |
Reason for change |
|---|---|---|---|---|---|---|---|---|
| Brian J. Stark | Stark Emu Gold Ltd. |
N/A | Associate of registered holder (deemed relevant interest under s608(3)(a) |
34,066,652 | 34,066,652 | 9.00% of 378, 311, 454 |
$-2.90\%$ | Refer Note 1 |
| Michael A. Roth | Stark Emu Gold Ltd. |
N/A | Associate of registered holder (deemed) relevant interest under s608(3)(a) |
34,066,652 | 34,066,652 | 9.00% of 378, 311, 454 |
$-2.90%$ | Refer Note 1 |
Note 1 – Reason for Change is due to the change in the ordinary shares of the Company and due to a sale
as noted on the Attachment.
$\sim$
$\label{eq:2.1} \frac{1}{\sqrt{2}}\int_{\mathbb{R}^3}\frac{1}{\sqrt{2}}\left(\frac{1}{\sqrt{2}}\right)^2\frac{1}{\sqrt{2}}\left(\frac{1}{\sqrt{2}}\right)^2\frac{1}{\sqrt{2}}\left(\frac{1}{\sqrt{2}}\right)^2.$
$\sim$
$\mathcal{A}^{\mathcal{A}}$ and $\mathcal{A}^{\mathcal{A}}$
Form 604 Attachment
$\sim$
$\mathcal{L}_{\rm{in}}$
$\sim 10^7$
| Trade Date | Tran | Price | Quantity | Trade Currency | Total AUD |
|---|---|---|---|---|---|
| 4/29/2016 | Sell | 0.0489 | 1,154,000 | AUD | 56,430.60 |
| 5/2/2016 | Sell | 0.048 | 50,000 | AUD | 2,400.00 |
| 5/5/2016 | Sell | 0.045 | 350,000 | AUD | 15,750.00 |
| 5/6/2016 | Sell | 0.045 | 116,758 | AUD | 5,254.11 |
| 5/9/2016 | Sell | 0.045 | 166,169 | AUD | 7,477.61 |
| 5/26/2016 | Sell | 0.05 | 60,000 | AUD | 3,000.00 |
| 5/27/2016 | Sell | 0.05 | 9.171 | AUD | 458.55 |
| 6/1/2016 | Sell | 0.055 | 1,011,770 | AUD | 55,647.35 |
| 6/3/2016 | Sell | 0.054 | 750,000 | AUD | 40,500.00 |
| 6/6/2016 | Sell | 0.0546 | 3,630,000 | AUD | 198,198.00 |
| 6/7/2016 | Sell | 0.0554 | 3,650,000 | AUD | 202,210.00 |
| Total | 10,947,868 | 587,326.22 |