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HUB24 LIMITED — Major Shareholding Notification 2021
Feb 7, 2021
65077_rns_2021-02-07_19942ad6-36e1-4ac1-b78d-ce25ac273ea6.pdf
Major Shareholding Notification
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Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder
| ToCompany Name/SchemeEaston Investments LimitedACN/ARSN111 695 3571. Details of substantial holder (1)NameHUB24 Limited ACN 124 891 685 (HUB24) and each of the entities listed in Annexure A (each aGroup Entity,andtogetherGroup Entities)ACN/ARSN (if applicable)As above or set out in Annexure AThere was a change in the interests of thesubstantial holder on05 / 02 / 2021The previous notice was given to thecompany on04 / 02 / 2021The previous notice was dated04 / 02 / 20212. 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, to give a substantial holding notice to the company or scheme, are as follows:Class of securities (4)Previous noticePresent noticePerson’s votesVoting power(5)Person’s votesVoting(5)Fully Paid Ordinary shares9,320,40424.78%(basedon37,612,804ordinary shares on issue)10,137,57626.95%(basedon37,612,804ordinarysharesonissue)3. Change in relevant interestsParticulars 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 orscheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:Date ofchangePerson whoserelevant interestchangedNature ofchange (6)Considerationgiven in relationto change (7)Class andnumber ofsecuritiesaffectedPerson’svotesaffected5 February 2021HUB24Increase in relevant interest due toacquisition of relevant interests in ordinaryshares of Easton as a result ofacceptances of the proportional off-market takeover offer$1.20 cash per ordinaryshare817,172 fully paidordinary shares817,172 | Easton Investments Limited | |||||||
| 111 695 357 | ||||||||
| HUB24 Limited ACN 124 891 685 (HUB24) and each of the entities listed in Annexure A (each aGroup Entity,andtogetherGroup Entities) | ||||||||
| As above or set out in Annexure A | ||||||||
| Date ofchange | Person whoserelevant interestchanged | Nature ofchange (6) | Considerationgiven in relationto change (7) | Class andnumber ofsecuritiesaffected | Person’svotesaffected | |||
| 5 February 2021 | HUB24 | Increase in relevant interest due toacquisition of relevant interests in ordinaryshares of Easton as a result ofacceptances of the proportional off-market takeover offer | $1.20 cash per ordinaryshare | 817,172 fully paidordinary shares | 817,172 |
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4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder ofrelevantinterest | Registeredholder ofsecurities | Person entitledto be registeredas holder (8) | Nature ofrelevantinterest (6) | Class andnumber ofsecurities | Person’svotes | |
|---|---|---|---|---|---|---|
| HUB24 | HUB24 | HUB24 | Has a relevant interestby virtue of section608(1)(a) of theCorporations Act 2001(Cth) as the registeredholder of the shares | 3,333,333 fullypaid ordinaryshares | 3,333,333 | |
| HUB24 | Persons who haveaccepted HUB24'stakeover offer | HUB24, pursuant to the takeover offer | Relevant interest undersection 608(1) and / orsection 608(8)Corporations Actpursuant to acceptancesof the takeover offers.The ordinary shareswhich are the subject ofacceptances of thetakeover offers have notyet been transferred intothe name of HUB24. | 6,804,243 fullypaid ordinaryshares | 6,804,243fully paidordinaryshares |
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5. Associates
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 |
|---|---|
| N/A | N/A |
| f persons named in this form are as follows: | |
| Name | Address |
| HUB24 Limited | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| Each entity listed in Annexure A | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
6. Addresses
The addresses of persons named in this form are as follows:
Signature
| print namesign here | Kitrina ShanahancapacitySecretary, HUB24Limited |
|---|---|
| date8 February 2021 |
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DIRECTIONS
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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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ANNEXURE A
This is "Annexure A" of 1 page referred to in Form 604 - Notice of change of interests of substantial holder signed by me.
Signature: Print Name: Kitrina Shanahan Capacity: Secretary HUB24 Limited ACN 124 891 685 Date: 8 February 2021
| Name | Interest Held | Address |
|---|---|---|
| HUB24 Custodial Services Limited (formerly ANZIEX Ltd) | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| HUB24 Share Ownership Trust | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| HUB24 Management Services Pty Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| HUB24 Administration Pty Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| HUB24 Services Pty Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| Firstfunds Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| HUBConnect Pty Ltd (formerly ConnectHUB Pty Ltd) | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| Marketsplus Australia Pty Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| Agility Applications Pty Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| HUB24 International Nominees Pty Ltd (formerly ANZIEX Nominees Ltd) | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| HUB24 Nominees Pty Ltd (formerly Kardinia Nominees Pty Ltd) | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| AT Pty Ltd* | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| Investorfirst Securities Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| Researchfirst Pty Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| Captain Starlight Nominees Pty Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| Findlay & Co Stockbrokers Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
| HTH Nominees Pty Ltd | 100% | Level 2, 7 Macquarie Pl Sydney, NSW 2000 |
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