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FIRSTWAVE CLOUD TECHNOLOGY LIMITED — Major Shareholding Notification 2018
Jul 30, 2018
64905_rns_2018-07-30_d909229f-15f7-4d18-9f10-c41e9d1b8440.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 FirstWave Cloud Technology Limited ( FCT )
ACN/ARSN 144 733 595
1. Details of substantial holder (1)
| 1. Details of substantial holder (1) | ||
|---|---|---|
| NameFirstWave Cloud TechnologyLimitedACN/ARSN (if applicable)144 733 595There was a change in the interests of thesubstantial holder on31 July2018The previous notice was given to the company on30 May2018The previous notice was dated30 May20182. Previous and present voting powerThe 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 arelevant interest(3)in when last required, and when now required, togive a substantial holdingnotice to the companyor scheme, are as follows:Class of securities (4)Previous noticePresent noticePerson’s votesVoting power (5)Person’s votesVotingpower (5) | FirstWave Cloud TechnologyLimited | |
| 144 733 595 |
| Class of securities (4) | Previous notice | Previous notice | Present notice | Present notice |
|---|---|---|---|---|
| Person’s votes | Voting power (5) | Person’s votes | Votingpower (5) | |
| OrdinaryShares | 39,528,380 | 17.59% | 33,685,016 | 14.99% |
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 ofchange | Date ofchange | Person whoserelevant interestchanged | Nature ofchange (6) | Nature ofchange (6) | Considerationgiven inrelationto change (7) | Class andnumber ofsecuritiesaffected | Person’s votesaffected |
|---|---|---|---|---|---|---|---|
| 31 July 2018 | FCT | Decrease in relevant interest due torelease of shares from voluntary escrow | Nil | 5,843,364 | 5,843,364 | ||
| nt relevant interestsof each relevant interest of the substantial holder in votingsecurities after the change are as follows:Holder ofrelevantinterestRegisteredholder ofsecuritiesPerson entitledto be registeredas holder (8)Nature ofrelevantinterest (6)Class andnumber ofsecuritiesPerson’s votesFCTSee Annexure ASee Annexure AFCT has the power to control theexercise of a power to dispose of thesecurities under a voluntary escrowdeed. A pro-forma copy of thevoluntary escrow deed wasdisclosed to ASX on 22 May 2018 asan annexure to Form 603 (Notice ofInitial Substantial Holder)ORD 33,685,01633,685,016 | |||||||
| Holder ofrelevantinterest | Registeredholder ofsecurities | Person entitledto be registeredas holder (8) | Nature ofrelevantinterest (6) | Class andnumber ofsecurities | Person’s votes | ||
| FCT | See Annexure A | See Annexure A | FCT has the power to control theexercise of a power to dispose of thesecurities under a voluntary escrowdeed. A pro-forma copy of thevoluntary escrow deed wasdisclosed to ASX on 22 May 2018 asan annexure to Form 603 (Notice ofInitial Substantial Holder) | ORD 33,685,016 | 33,685,016 |
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
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:
| Nameandapplicable) | ACN/ARSN | (if | Nature of association | |
|---|---|---|---|---|
| N/A | N/A | |||
| f persons named in | this form are as | follows: | ||
| Name | Address | |||
| FCT | Level | 10, 132 Arthur Street, NORTH SYDNEY, NSW, 2060 |
6. Addresses
The addresses of persons named in this form are as follows:
Signature
| print name Gai Stephenscapacity | Company Secretary |
|---|---|
| sign heredate | 31 July 2018 |
| DIRECTIONS | |
| er of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and | |
| trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, | |
| ed to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members | |
| paragraph 6 of the form. | |
| f "associate" in section 9 of the Corporations Act 2001. | |
| f "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. | |
| of a company constitute one class unless divided into separate classes. | |
| divided by the total votes in the body corporate or scheme multiplied by 100. |
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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 6 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 person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.
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(6) Include details of:
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(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 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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(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, 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.
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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) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
Annexure A – Registered holders of securities
This is Annexure A of 1 page referred to in the Form 604, Notice of change of interests of substantial holder
______________________________ Gai Stephens Company Secretary Date: 31 July 2018
| Securities subject to voluntary escrow arrangements | Securities subject to voluntary escrow arrangements |
|---|---|
| Registered holder of securities/Persons entitled to be registered as holder | Number and class ofsecurities |
| Scott Lidgett and Katherine Lidgett as trustee for The Lidgett Superannuation Fund | 13,069,458 |
| Greg Maren and Geraldine Maren as trustee for Maren Superannuation Fund | 13,031,717 |
| Scott Lidgett | 2,367,231 |
| Greg Maren and Geraldine Maren as trustee for The Maren Family Trust | 1,282,701 |
| Mazoongoo Pty Ltd ACN 080 225 323 as trustee for Mazoongoo Superannuation Fund | 1,247,331 |
| Simon Moore | 1,209,600 |
| Greg Maren | 818,673 |
| ABI Corporate Nominee Pty Ltd ACN 610 058 510 as bare trustee for David Thomas | 156,250 |
| ABI Corporate Nominee Pty Ltd ACN 610 058 510 as bare trustee for AlexanderAndrew Kelton | 502,055 |
604 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 604.
==> picture [521 x 208] intentionally omitted <==
----- Start of picture text ----- Signature This form must be signed by either a director or a secretary of the substantial holder.Lodging period NilLodging Fee NilOther forms to beNilcompletedAdditional information (a) If additional space is required to complete a question, the information may be included on a separate piece ofpaper annexed to the form.----- End of picture text -----
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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 A.C.N 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:
- 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.