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IGO LIMITED — Major Shareholding Notification 2016
Nov 13, 2016
65111_rns_2016-11-13_0ada363a-1a77-41c5-b15f-b1402597e653.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 Windward Resources Ltd ( Windward )
ACN/ARSN 158 432 270
1. Details of substantial holder (1)
Name Independence Group NL (ACN 092 786 304) ( Independence ) and each of the entities listed in Annexure A ACN/ARSN (if applicable) See Annexure A
There was a change in the interests of the substantial holder on 11/11/2016 The previous notice was given to the company on 08/11/2016 The previous notice was dated 08/11/2016
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 | 96,812,508 | 89.59% (based on108,057,031 ordinaryshares on issue) | 98,303,789 | 90.97% (based on108,057,031 ordinaryshares on issue) |
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 | Person whoserelevant interestchanged | Nature ofchange (6) | Considerationgiven in relationto change (7) | Class andnumber ofsecuritiesaffected | Person’s votesaffected |
|---|---|---|---|---|---|
| 09/11/2016 | Independence | Acquisition of a relevantinterest as a result ofacceptances of offers dated 17October 2016 under IGO’stakeover bid for all of the fullypaid ordinary shares inWindward on the terms set outin IGO’s bidder’s statementdated 10 October 2016 (Offer). | $0.19 for eachordinary Windwardshare, subject to theterms of the Offer | 400,868 fully paidordinary shares | 400,868 |
| 10/11/2016 | Independence | On-market purchases aspermitted by section 611 Item 2of the Corporations Act. | Total of $16,340.00cash | 86,000 fully paidordinary shares | 86,000 |
| 10/11/2016 | Independence | Acquisition of a relevantinterest as a result ofacceptances of the Offer. | $0.19 for eachordinary Windwardshare, subject to theterms of the Offer | 524,892 fully paidordinary shares | 524,892 |
| 11/11/2016 | Independence | On-market purchases aspermitted by section 611 Item 2of the Corporations Act. | Total of $28,152.68cash | 148,172 fully paidordinary shares | 148,172 |
| 11/11/2016 | Independence | Acquisition of a relevantinterest as a result ofacceptances of the Offer. | $0.19 for eachordinary Windwardshare, subject to theterms of the Offer | 331,349 fully paidordinary shares | 331,349 |
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder ofrelevant | Registeredholder of | Person entitledto be registered | Person entitledto be registered | Nature of relevant | Nature of relevant | Class andnumber of | Class andnumber of | Person’s votes | Person’s votes | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| interest | securities | as holder (8) | interest (6) | securities | |||||||
| Independence has a | relevant | ||||||||||
| Independence | Independence | Independence | interest under section | 608(1) | 90,351,813 fuordinary sh | lly paidares | 90,351,813 | ||||
| of the Corporations A | ct. | ||||||||||
| Independence has a | relevant | ||||||||||
| interest under sectiond/ i 6088 | 608(1)f h | ||||||||||
| Independence | Various offerees who | Independence | anor secton (Corporations Act. Th | o tee shares | 7,717,804 ful | ly paid | 7,717,804 | ||||
| have accepted the Offer | which are the subjectacceptances of the O | offfer have | ordinary sh | ares | |||||||
| not yet been transferrthe offerees | ed from | ||||||||||
| . | |||||||||||
| Independence has ainterest under section | relevant608(1) | ||||||||||
| and/or section 608(8) | of the | ||||||||||
| Corporations Act. | |||||||||||
| Various sellers ofordinary shares on- | The shares which aresubject of the on-mar | theket | |||||||||
| Independence | market (pending | Independence | purchase have not ye | t been | 234,172 fullyordinary sh | paidares | 234,172 | ||||
| settlement of on-marketpurchases) | transferred from the sIGO’s power to vote | ellers.or dispose | |||||||||
| of the shares the subon-market purchases | ject of theis | ||||||||||
| qualified since it is nol id | th | ||||||||||
| presenty regstereholder of the shares. | s te |
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 |
|---|---|
| N/A | N/A |
6. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Independence and each company listedin Annexure A | Suite 4, Level 5, South Shore Centre, 85 South Perth Esplanade, South Perth, WesternAustralia |
Signature
print name JOANNE MCDONALD capacity Company Secretary sign here date 13/11/2016
ANNEXURE A
This Annexure A of 1 page referred to in Form 604 – Notice of change of interests of substantial holder signed by me and dated 13 November 2016
==> picture [108 x 54] intentionally omitted <==
Joanne McDonald Company Secretary Independence Group NL (ACN 092 786 304)
Related bodies corporate of Independence Group NL (ACN 092 786 304)
Independence Long Pty Ltd (ACN 098 270 789) Independence Jaguar Pty Ltd (ACN 060 620 751) Independence Karlawinda Pty Ltd (ACN 146 899 863) Independence Newsearch Pty Ltd (ACN 142 192 701) Independence Nova Holdings Pty Ltd (ACN 009 150 083) Independence Nova Pty Ltd (ACN 146 091 527) Independence Europe Pty Ltd (ACN 167 644 519) Independence Stockman Parent Pty Ltd (ACN 124 695 549) Independence Stockman Project Pty Ltd (ACN 124 695 567) Independence Jaguar Project Parent Pty Ltd (ACN 145 736 278) Independence Jaguar Project Pty Ltd (ACN 145 739 251) Independence Group Europe AB (entity registered in Sweden)