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FLEETWOOD LIMITED — Major Shareholding Notification 2017
Aug 7, 2017
64953_rns_2017-08-07_e708563e-bd35-4480-997f-3f0f6175c00d.pdf
Major Shareholding Notification
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EDGBASTON INVESTMENT PARTNERS LLP
105 Piecadilly London, W1J 7NJ United Kingdom
| To: | ASX. | From: Telephone: |
Matthew Myles $+442072583172$ |
|---|---|---|---|
| Company: Fax No: |
Fleetwood Corporation Ltd $+61297780999$ $+61293470005$ |
Date: No of Pages: |
$7th$ August 2017 7 (including cover page) |
| Subject: | Form 605: Notice of ceasing to be a substantial holder |
Dear Sirs,
Please see enclosed Form 605. If you require any further information, please let me know.
Yours faithfully,
Matthew Myles Partner, Chief Compliance Officer [email protected]
Registered Office: 105 Piccadilly, London, W1J 7NJ, United Kingdom Partnership No: OC401960
Authorised and regulated by the Financial Conduct Authority
605 page 1/2 15 July 2001
| Form 605 | ||
|---|---|---|
Corporations Act 2001 Section 671B
Notice of ceasing to be a substantial holder
| To Company Name/Scheme | FLEETWOOD CORPORATION LIMITED |
|---|---|
| ACN/ARSN | ABN 69 009 205 261 |
1. Details of substantial holder(1)
| Name | Edgbaston Investment Partners LLP | ||||
|---|---|---|---|---|---|
| ACN/ARSN (if applicable) | N/A | ||||
| The holder ceased to be a substantial holder on |
04/08/2017 |
| The previous notice was given to the company on- | 01/02/2016 |
|---|---|
| The previous notice was dated | --------------------------------------- 01/02/2016 |
2. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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 of change |
Person whose relevant interest changed |
Nature of change (4) |
Consideration given in relation. to change(5) |
Class (6) and number of securities affected |
Person's votes. affected |
|---|---|---|---|---|---|
| See attached Annexure A - | |||||
3. Changes in association
The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) 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 |
|---|---|
4. Addresses
The addresses of persons named in this form are as follows:
| Namo. | Address |
|---|---|
| Edgbaston Investment Partners LLP | 105 Piccadilly, London, W1J 7NJ, United Kingdom |
Signature
| print name Matthew Myles | Partner capacity |
|
|---|---|---|
| sign here | والمستملك and the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the comp |
04 / 08 / 2017 date. |
605 page 2/2 15 July 2001
DIRECTIONS
- 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 $(1)$ 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 4 of the form.
- See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(2)$
- See the definition of "associate" in section 9 of the Corporations Act 2001. $(3)$
- $(4)$ Include details of:
- any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 6718(4) applies, a copy of any $(a)$ 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
- 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 $(b)$ 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 has, or may, become
entitled to receive in relation to that acquisition. Details m $(5)$ 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. - The voting shares of a company constitute one class unless divided into separate classes. $\circled{6}$
- $(7)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
Fleetwood Corporation Limited
ABN 69 009 205 261
This is Annexure A of 2 pages referred to in Form 605, Notice of Ceasing to be a Substantial Holder dated 4th August 2017.
| $\overline{r}$ of Date |
$\overline{z}$ Person whose |
$\overline{3}$ . Nature $\bf{0}$ |
4. Consideration |
$\overline{2}$ . Class and |
$\underline{6}$ . Person's |
|---|---|---|---|---|---|
| change | relevant | change | given in |
number оf |
votes |
| interest | relation t 0 |
securities | affected | ||
| changed | change (AUDS per security) |
affected (ordinary |
|||
| shares) | |||||
| 16/02/2016 | Edgbaston | Acquisition | 1.122 | 17,414 | 17,414 |
| Investment Partners |
|||||
| Limited | |||||
| 16/02/2016 | Edgbaston | Acquisition | 1.122 | 12,434 | 12,434 |
| Investment | |||||
| Partners | |||||
| Limited | |||||
| 16/02/2016 | Edgbaston | Acquisition | 1.122 | 12,434 | 12,434 |
| Investment Partners |
|||||
| Limited | |||||
| 17/02/2016 | Edgbaston | Acquisition | 1.132 | 3,850 | 3,850 |
| Investment | |||||
| Partners | |||||
| Limited | |||||
| 17/02/2016 | Edgbaston | Acquisition | 1.132 | 2,749 | 2,749 |
| Investment Partners |
|||||
| Limited | |||||
| 17/02/2016 | Edgbaston | Acquisition | 1.132 | 2,749 | 2,749 |
| Investment | |||||
| Partners Limited |
|||||
| 18/02/2016 | Edgbaston | Acquisition | 1.09 | 6,474 | 6,474 |
| Investment | |||||
| Partners | |||||
| Limited | |||||
| 18/02/2016 | Edgbaston | Acquisition | 1.09 | 4,624 | 4,624 |
| Investment Partners |
|||||
| Limited | |||||
| 18/02/2016 | Edgbaston | Acquisition | 1.09 | $\frac{4,624}{ }$ | 4,624 |
| Investment | |||||
| Partners | |||||
| Limited | |||||
| 31/03/2017 | Edgbaston | Disposal | 2.15 | 25,941 | 25,941 |
| Investment Partners LLP |
| 31/03/2017 | Edgbaston Investinit Partnem LLP |
Acquisition | 115 | 25,941 | 25,041 |
|---|---|---|---|---|---|
| 2]/07/2017 | Edgbalton Investmemt Partners LLP |
Dioposal | 1757 | 4938 | 4938 |
| 21/07/2017 | Edgbast( lavestmemt Partners LIP |
Disposal | 2.757 | U62 | 2,262 |
| 24/07/2017 | Edgbaskm Investinit Partners LLP |
Disposal | 1753 | 3,831 | 3,831 |
| 24/07/2017 | Edgbastim Investment Partners ILP |
Disposal | 1753 | 969 | 969 |
| 25/07/2017 | Ed baston Investment Partners LLP |
Dispoid | 2.7 | 4,021 | 4,021 |
| 25/07/2017 | Edgbmton Invest=nt Partnes LLP |
Disposal | 2.7 | 1,018 | 1,018 |
| 26/07/2017 | Edgbaston Investmt Partners LIP |
Disposal | 165] | 55,073 | 55,073 |
| 26/07/2017 | Edgbast(m lavcsti)¤lt Partners Lip |
Di,poshl | 1651 | 13,934 | 13,934 |
| 27/07/2017 | Edgbaston Investment Partners LLP |
Disposal | 165 1 |
55,865 | 55,865 |
| 27/07/2017 | Edgbuton Investment Partners LLP |
Disposal | 2.651 | 14,135 | 14,135 |
| 31/072017 | Ed*boston Invest:Dic,it Partnen ILP |
Dispoid | 165 | 67,898 | 67,898 |
| 3]/07/2017 | Edgbaston Investment Partners LLP |
Acquisilion | 165 | 67,898 | 67,898 |
| 01/08/2017 | Edgbagton lilvcstmciIt Partners LLP |
Disposal | 165 | 57,854 | 57,854 |
| 01/08/2017 | Edgbaston Investment Partners LLP |
Disposal | 165 | 16,399 | 16,399 |
| 04/08/2017 | Edgbasta Investi=lt Partners LLP |
Disposal | 2.65 | 139,656 | ]39,656 |
| 04/08/2017 | Ed Utoll Investi mt Partners LLP |
Dispod | 165 | 492,675 | 492,675 |
| z. Holder 0 relevant interest |
8. Registered holder 0 1 securities |
$\overline{a}$ Person entitled to be registered as holder investment account |
10. of Nature relevant interest |
11. Class and number οf securities |
12. Person's votes |
|---|---|---|---|---|---|
| Edgbaston Investment Partners LLP |
Northern - Co Trust (AVFC) |
Edgbaston Equity Asian Trust |
Voting and disposal power (s.608(1)(b) and $s.608(1)(c)$ of the Corporations Act). |
2,223,575 | 2,223,575 |
| Edgbaston Investment Partners LLP |
Northern Co Trust (AVFC) |
Edgbaston Equity Asian (Jersey) Trust |
and Voting disposal power (s.608(1)(b) and $s.608(1)(c)$ оf the Corporations Act). |
661,756 | 661,756 |
Notes:
Since the prior notice of its change of interests of substantial holder filing on 1st February 2016, Edgbaston has undergone a corporate reorganisation. On $1st$ April 2016, Edgbaston Investment Partners Limited ("EIP Ltd") contributed its Asia Pacific ex-Japan equity investment management business to Edgbaston Partners LLP ("EP LLP") in exchange for a 99.8% partnership interest in EP LLP. EP LLP and EIP Ltd then changed their names to Edgbaston Investment Partners LLP ("EIP LLP" or "Edgbaston") and Edgbaston Partners Limited ("EP Ltd"), respectively. All of EIP Ltd's employees, including all portfolio managers, research analysts and members of its operations and administration groups, became employees or members of EIP LLP. As of the same date, EIP LLP also became the discretionary investment manager of the Edgbaston Asian Equity Trust and the Edgbaston Asian Equity (Jersey) Trust, In connection with this transaction, EIP LLP succeeded to EIP Ltd's registration with the Securities and Exchange Commission ("SEC") in the United States. EIP Ltd was the holder of the relevant interests disclosed above prior to 1st April 2016. Thereafter, EIP LLP was the holder of the relevant interests.
Edebaston hereby informs you that on $4th$ August 2017, the Edebaston Asian Equity Trust sold 492.675 shares of Fleetwood Corporation Limited ("Fleetwood") and the Edgbaston Asian Equity (Jersey) Trust sold 139,656 shares of Fleetwood bringing Edgbaston's total holdings in Fleetwood as of 4th August 2017 to 2,885,331 shares. It is our understanding that the total voting shares outstanding of Fleetwood is $61,039,412$ bringing Edgbaston's aggregate ownership to a 4.73% level. This ownership calculation includes the number of shares held by each of the investment accounts / funds listed above. Edgbaston acts as the discretionary investment manager for each of the investment accounts / funds listed above and in that capacity, as of $4th$ August 2017, has the power to exercise or control the exercise of, a right to vote attached to, and dispose of, or control the exercise of a power to dispose of, the 2,885,331 Fleetwood shares.
Edgba on is a United Kingdom based investment adviser, which is registefed with the Finm:ial Cot ct Adority in the United Kingdom and as m investment adviser with the SEC in the United States. Eaoh of the investment acoounts / funds isted above are managed by Edgbaston according to the Marne imrcetn)(nt objectives and policies
Partner, Edgbaston Investment Paitners LLP