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HOLISTA COLLTECH LIMITED Major Shareholding Notification 2021

Mar 30, 2021

65044_rns_2021-03-30_16216971-b398-4dd5-ac8d-51cabb8379e1.pdf

Major Shareholding Notification

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604 page 1/2 15 July 2001

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

==> picture [523 x 32] intentionally omitted <==

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To Company Name/Scheme Holista Colltech Limited
ACN/ARSN 094 515 992
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1. Details of substantial holder(1)

Name Dr Rajen Manicka ACN/ARSN (if applicable)

There was a change in the interests of the substantial holder on see attached table / / The previous notice was given to the company on 15 7 2009 / / The previous notice was dated 10 7 2009 / /

2. Previous and present 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 when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4) Previous notice Previous notice Present notice Present notice
Person's votes Voting power (5) Person's votes Voting power (5)
Fully paid ordinary shares 77,000,000
71.48%
85,735,272
31.14%

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 of
change
Person whose
relevant interest
changed
Nature of
change (6)
Consideration
given in relation
to change (7)
Class and
number of
securities
affected
Person's votes
affected
See attached ta ble

4. Present relevant interests

Particulars of each relevant interest 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 (8)
Nature of
relevant
interest (6)
Class and
number of
securities
Person's votes
See attached ta ble

604 page 2/2 15 July 2001

5. Changes in association 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:
Name and ACN/ARSN (if applicable)
Nature of association
Galen Biomedical Inc
An entity controlled by Dr Manicka
6. Addresses
The addresses of persons named in this form are as follows:
Name
Address
1771, POST ROAD EAST #178, WESPORT CT 06880, UNITED STATES OF AMERICA USA
Galen Biomedical Inc
Signature
print name
capacity
Dr Rajen Manicka
sign here
date
/
/
31 3 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 6 of the
form.
(2) See the definition of "associate" in section 9 of the Corporations Act 2001.
(3) See the definition of "relevant interest" in sections 608 and 671B(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 votes 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 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.
(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
the relevant interest was acquired.
(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".
(9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Attachment to form 604

Item 3 – Changes in relevant interest

Date Person
whose
relevant interest
changed
Nature of change Consideration given
for the change
Class
and
number of
securities affected
Person’s
affected votes
6/Aug/09 Dr Manicka Dilution N/A N/A -3.16%
14/Oct/09 Dr Manicka Dilution N/A N/A -5.47%
6/Nov/09 Dr Manicka Dilution N/A N/A 0.001%
19/Nov/09 Dr Manicka Dilution N/A N/A -3.34%
5/Jan/11 Dr Manicka Purchase $5,910 39,400 FPO shares 0.03%
10/Oct/13 Dr Manicka Disposal $218,750.00 (3,125,000) FPO shares -2.41%
17/Dec/13 Dr Manicka Dilution N/A N/A -4.71%
25/Sep/14 Dr Manicka Dilution N/A N/A -4.33%
23/Oct/15 Dr Manicka Dilution N/A N/A -1.26%
1/Apr/16 Dr Manicka Disposal of interest arising by
reason of section 606(1)(a)
and acquisition by reason of
section 606(3)(b)
See
notice
of
meeting
dated
23
October 2015[●].
58,514,245 FPO shares 0.00%

Page 1

HJA:Table - annexure to form 604 (KPC00179324-003) (1).docx

Date Person
whose
relevant interest
changed
Nature of change Consideration given
for the change
Class
and
number of
securities affected
Person’s
affected votes
8/Mar/16 Dr Manicka Dilution N/A N/A -1.14%
8/Apr/16 Dr Manicka Dilution N/A N/A -0.14%
8/Apr/16 Dr Manicka Dilution N/A N/A -1.55%
28/Apr/16 Dr Manicka Dilution N/A N/A -0.31%
18/Aug/16 Dr Manicka Dilution N/A N/A -0.47%
18/Aug/16 Dr Manicka Dilution N/A N/A -0.08%
24/Mar/17 Dr Manicka Dilution N/A N/A -1.46%
18/Apr/17 Dr Manicka Dilution N/A N/A -0.39%
15/Jun/17 Dr Manicka Dilution N/A N/A -0.38%
26/Sep/17 Dr Manicka Dilution N/A N/A -0.34%
6/Oct/17 Dr Manicka Dilution N/A N/A -0.33%
12/Feb/18 Dr Manicka Dilution N/A N/A -1.37%
6/Aug/18 Dr Manicka Dilution N/A N/A -1.67%

Page 2

HJA:Table - annexure to form 604 (KPC00179324-003) (1).docx

Date Person
whose
relevant interest
changed
Nature of change Nature of change Consideration given
for the change
Class
and
number of
securities affected
Person’s
affected votes
7/Aug/18 Dr Manicka Acquisition

SPP)
(Underwritten $362,661.04 5,180,872 FPO shares 1.12%
10/Aug/18 Dr Manicka Dilution N/A N/A -1.78%
13/Aug/18 Dr Manicka Dilution N/A N/A -1.16%
24/Aug/18 Dr Manicka Dilution N/A N/A -0.54%
6/Sep/18 Dr Manicka Dilution N/A N/A -0.53%
28/Sep/18 Dr Manicka Acquisition
(Underwritten
SPP)
$208,772.13 2,982,459 FPO shares 0.84%
1/Nov/18 Dr Manicka Off-market sale $70,000.00 1,000,000 FPO shares -0.43%
1/Nov/18 Dr Manicka Off-market sale $35,000.00 500,000 FPO shares -0.21%
15/Jan/20 Dr Manicka Dilution N/A N/A -0.06%
24/Jan/19 Dr Manicka Off-market sale $103,772.13 1,482,459 FPO shares -0.63%
31/Jan/19 Dr Manicka Acquisition $2,600 50,000 FPO shares 0.02%
1/Feb/19 Dr Manicka Acquisition $12,562.82 228,415 FPO shares 0.10%

Page 3

HJA:Table - annexure to form 604 (KPC00179324-003) (1).docx

Date Person
whose
relevant interest
changed
Nature of change Consideration given
for the change
Class
and
number of
securities affected
Person’s
affected votes
5/Feb/19 Dr Manicka Acquisition $3,387.17 61,585 FPO shares 0.03%
11/Feb/20 Dr Manicka Dilution N/A N/A -1.65%
19/Feb/20 Dr Manicka Dilution N/A N/A -1.50%
4/Mar/20 Dr Manicka Dilution N/A N/A -1.21%
25/Mar/20 Dr Manicka Disposal of interest arising by
reason of section 606(1)(a)
and acquisition by reason of
section 606(1)(c)
Funds
available
under a non-recourse
loan and springing
securities
pledge
agreement dated 24
March 2020
20,541,627 FPO shares 0%
3/Apr/20 Dr Manicka Acquisition
(performance
share)
See notice of meeting
announced
2
December 2016 for
details
of
the
performance rights,
the
conversion
of
which resulted in the
acquisition of FPO
shares[●]
6,300,000 FPO shares 1.79%

Page 4

HJA:Table - annexure to form 604 (KPC00179324-003) (1).docx

Date Person
whose
relevant interest
changed
Person
whose
relevant interest
changed
Nature of change Nature of change Consideration given
for the change
Class
and
number
securities affected
of Person’s
affected votes
3/Apr/20 Dr Manicka Disposal of interest arising by
reason of section 606(1)(a)
and acquisition by reason of
section 606(1)(c)
Funds
available
under a non-recourse
loan
and
sprining
securities
pledge
agreement dated 24
March 2020
6,300,000 FPO shares 0%
Item 4 – present relevant interest
Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder
Nature of relevant
interest
Class and number of
securities
Person’s votes
Dr Manicka Galen Biomedical Galen Biomedical Relevant interest by
reason of sections
608(1)(b)
and
608(1)(c)
of
the
Corporations Act
58,514,245
FPO
shares
58,514,245
Dr Manicka Dr Manicka Relevant interest by
reason
of
section
608(1)(c)
of
the
Corporations Act
26,841,627
FPO
shares
0

Page 5

HJA:Table - annexure to form 604 (KPC00179324-003) (1).docx

Attachment to form 604

Item 3 – Changes in relevant interest

Date Person
whose
relevant interest
changed
Nature of change Consideration given
for the change
Class
and
number of
securities affected
Person’s
affected votes
6/Aug/09 Dr Manicka Dilution N/A N/A -3.16%
14/Oct/09 Dr Manicka Dilution N/A N/A -5.47%
6/Nov/09 Dr Manicka Dilution N/A N/A 0.001%
19/Nov/09 Dr Manicka Dilution N/A N/A -3.34%
5/Jan/11 Dr Manicka Purchase $5,910 39,400 FPO shares 0.03%
10/Oct/13 Dr Manicka Disposal $218,750.00 (3,125,000) FPO shares -2.41%
17/Dec/13 Dr Manicka Dilution N/A N/A -4.71%
25/Sep/14 Dr Manicka Dilution N/A N/A -4.33%
23/Oct/15 Dr Manicka Dilution N/A N/A -1.26%
1/Apr/16 Dr Manicka Disposal of interest arising by
reason of section 606(1)(a)
and acquisition by reason of
section 606(3)(b)
See notice of meeting
dated
23
October
2015.
58,514,245 FPO shares 0.00%

H:Table - annexure to form 604 (KPC00179324-003)_v2.docx

Page 1

Date Person
whose
relevant interest
changed
Nature of change Consideration given
for the change
Class
and
number of
securities affected
Person’s
affected votes
8/Mar/16 Dr Manicka Dilution N/A N/A -1.14%
8/Apr/16 Dr Manicka Dilution N/A N/A -0.14%
8/Apr/16 Dr Manicka Dilution N/A N/A -1.55%
28/Apr/16 Dr Manicka Dilution N/A N/A -0.31%
18/Aug/16 Dr Manicka Dilution N/A N/A -0.47%
18/Aug/16 Dr Manicka Dilution N/A N/A -0.08%
24/Mar/17 Dr Manicka Dilution N/A N/A -1.46%
18/Apr/17 Dr Manicka Dilution N/A N/A -0.39%
15/Jun/17 Dr Manicka Dilution N/A N/A -0.38%
26/Sep/17 Dr Manicka Dilution N/A N/A -0.34%
6/Oct/17 Dr Manicka Dilution N/A N/A -0.33%
12/Feb/18 Dr Manicka Dilution N/A N/A -1.37%
6/Aug/18 Dr Manicka Dilution N/A N/A -1.67%

H:Table - annexure to form 604 (KPC00179324-003)_v2.docx

Page 2

Date Person
whose
relevant interest
changed
Nature of change Consideration given
for the change
Class
and
number of
securities affected
Person’s
affected votes
7/Aug/18 Dr Manicka Acquisition
(Underwritten
SPP)
$362,661.04 5,180,872 FPO shares 1.12%
10/Aug/18 Dr Manicka Dilution N/A N/A -1.78%
13/Aug/18 Dr Manicka Dilution N/A N/A -1.16%
24/Aug/18 Dr Manicka Dilution N/A N/A -0.54%
6/Sep/18 Dr Manicka Dilution N/A N/A -0.53%
28/Sep/18 Dr Manicka Acquisition
(Underwritten
SPP)
$208,772.13 2,982,459 FPO shares 0.84%
1/Nov/18 Dr Manicka Off-market sale $70,000.00 1,000,000 FPO shares -0.43%
1/Nov/18 Dr Manicka Off-market sale $35,000.00 500,000 FPO shares -0.21%
15/Jan/20 Dr Manicka Dilution N/A N/A -0.06%
24/Jan/19 Dr Manicka Off-market sale $103,772.13 1,482,459 FPO shares -0.63%
31/Jan/19 Dr Manicka Acquisition $2,600 50,000 FPO shares 0.02%
1/Feb/19 Dr Manicka Acquisition $12,562.82 228,415 FPO shares 0.10%

H:Table - annexure to form 604 (KPC00179324-003)_v2.docx

Page 3

Date Person
whose
relevant interest
changed
Nature of change Consideration given
for the change
Class
and
number of
securities affected
Person’s
affected votes
5/Feb/19 Dr Manicka Acquisition $3,387.17 61,585 FPO shares 0.03%
11/Feb/20 Dr Manicka Dilution N/A N/A -1.65%
19/Feb/20 Dr Manicka Dilution N/A N/A -1.50%
4/Mar/20 Dr Manicka Dilution N/A N/A -1.21%
25/Mar/20 Dr Manicka Disposal of interest arising by
reason of section 606(1)(a)
and acquisition by reason of
section 606(1)(c)
Funds
available
under a non-recourse
loan and springing
securities
pledge
agreement dated 24
March 2020
20,541,627 FPO shares 0%
3/Apr/20 Dr Manicka Acquisition
(performance
share)
See notice of meeting
announced
2
December 2016 for
details
of
the
performance rights,
the
conversion
of
which resulted in the
acquisition of FPO
shares
6,300,000 FPO shares 1.79%

H:Table - annexure to form 604 (KPC00179324-003)_v2.docx

Page 4

Date Person
whose
relevant interest
changed
Person
whose
relevant interest
changed
Nature of change Nature of change Consideration given
for the change
Class
and
number
securities affected
of Person’s
affected votes
3/Apr/20 Dr Manicka Disposal of interest arising by
reason of section 606(1)(a)
and acquisition by reason of
section 606(1)(c)
Funds
available
under a non-recourse
loan
and
sprining
securities
pledge
agreement dated 24
March 2020
6,300,000 FPO shares 0%
Item 4 – present relevant interest
Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder
Nature of relevant
interest
Class and number of
securities
Person’s votes
Dr Manicka Galen Biomedical Galen Biomedical Relevant interest by
reason of sections
608(1)(b)
and
608(1)(c)
of
the
Corporations Act
58,514,245
FPO
shares
58,514,245
Dr Manicka Dr Manicka Relevant interest by
reason
of
section
608(1)(c)
of
the
Corporations Act
26,841,627
FPO
shares
0

H:Table - annexure to form 604 (KPC00179324-003)_v2.docx

Page 5