HANSEN TECHNOLOGIES LIMITED — Major Shareholding Notification 2021

Sep 5, 2021

605 page 1/2 15 July 2001

Form 605 Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

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Form 605 Corporations Act 2001 Section 671B Notice of ceasing to be a substantial holder
ToCompany Name/Scheme Hansen Technologies Limited ACN/ARSN 90 090 996 455 1. Details of substantial holder (1) Name BGH Capital IA Pty Ltd in its capacity as trustee for BGH Capital Trust IA, BGH Capital IB Pty Ltd in its capacity as trustee for BGH Capital Trust IB, BGH Capital Offshore GP I Limited as general partner of BGH Capital Offshore I LP (together the "BGH Fund") and BGH Capital Pty Ltd (ACN 617 386 982) in its capacity as manager or adviser to the or adviser to the constituent entities of the BGH Fund (BGH Fund and BGH Capital Pty Ltd together being defined herein as "BGH"). ACN/ARSN (if applicable) See above. The holder ceased to be a substantial holder on 05/09/2021 The previous notice was given to the company on 08/06/2021 The previous notice was dated 08/06/2021 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 06/09/2021 BGH Ceasing to have a relevant interest in 310,418 Shares under ss 608(1)(b) and (c) of the Corporations Act 2001 (Cth) ("Corporations Act") pursuant to the termination of the Co-operation Agreement (Andrew Alexander Hansen) dated 7 June 2021 ("Cooperation Agreement"), a copy of which was attached to Form 603 dated 8 June 2021. Ceasing to having a relevant interest in 34,739,113 Shares under ss 608(1)(b) and (c) of the Corporations Act pursuant to the termination of the Co- operation Agreement (Othonna) dated 8 June 2021 ("Othonna Cooperation Agreement"). N/A 35,049,531 Shares 17.48% 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 Andrew Alexander Hansen This person ceased to be associates of BGH pursuant to s 12(2) of the Corporations Act as a result of and upon termination of the Cooperation Agreement. Othonna Pty. Limited as trustee for the Hansen Property Trust This person ceased to be associates of BGH pursuant to s 12(2) of the Corporations Act as a result of and upon termination of the Othonna Cooperation Agreement.		Hansen Technologies Limited
		90 090 996 455
		BGH Capital IA Pty Ltd in its capacity as trustee for BGH Capital Trust IA, BGH Capital IB Pty Ltd in its capacity as trustee for BGH Capital Trust IB, BGH Capital Offshore GP I Limited as general partner of BGH Capital Offshore I LP (together the "BGH Fund") and BGH Capital Pty Ltd (ACN 617 386 982) in its capacity as manager or adviser to the or adviser to the constituent entities of the BGH Fund (BGH Fund and BGH Capital Pty Ltd together being defined herein as "BGH").
		See above.
	Name and ACN/ARSN(if applicable)			Nature of association
	Andrew Alexander Hansen			This person ceased to be associates of BGH pursuant to s 12(2) of the Corporations Act as a result of and upon termination of the Cooperation Agreement.
	Othonna Pty. Limited as trustee for the Hansen Property Trust			This person ceased to be associates of BGH pursuant to s 12(2) of the Corporations Act as a result of and upon termination of the Othonna Cooperation Agreement.

605 page 2/2 15 July 2001

4. Addresses

The addresses of persons named in this form are as follows:

	Name		Address
	BGH		Level 26, 101 Collins Street, Melbourne, Victoria 3000
Signature	print name sign here
		date 6 September 2021

DIRECTIONS

• (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 4 of the form.

• (2) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (3) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (4) Include details of:

• (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

• (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.

• (5) 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.

• (6) The voting shares of a company constitute one class unless divided into separate classes.

• (7) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.