AI assistant
IMPEDIMED LIMITED — Major Shareholding Notification 2008
Apr 29, 2008
65135_rns_2008-04-29_6f9d524a-2bbb-4558-bc52-24abb4cd7551.pdf
Major Shareholding Notification
Open in viewerOpens in your device viewer
604 page 1/5 15 July 2001
Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
To: Company Name/Scheme ImpediMed Limited ACN/ARSN ACN 089 705 144
1. Details of substantial holder (1) Name ImpediMed Limited ACN\ARSN (if applicable) ACN 089 705 144
There was a change in the interests of the substantial holder on 24 / 04 / 2008 The previous notice was given to the company on 24 / 10 / 2008 The previous notice was dated 23 / 10 / 2007
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) | |
| Ordinary shares | 53,105,298 | 65.8% | 43,409,915 | 53.7% |
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 |
|---|---|---|---|---|---|
| 24/04/2008 | ImpediMed Limited | Expiration of voluntary escrow agreement between ImpediMed Limited and Biophys Pty Ltd |
Not applicable | 1,260,8701 ordinary shares |
Not applicable |
| 24/04/2008 | ImpediMed Limited | Expiration of voluntary escrow agreement between ImpediMed Limited and Intellidesign PtyLtd |
Not applicable | 658,375 ordinary shares |
Not applicable |
| 24/04/2008 | ImpediMed Limited | Expiration of voluntary escrow agreement between ImpediMed Limited and Pamela Cove PtyLtd |
Not applicable | 30,928 ordinary shares |
Not applicable |
| 24/04/2008 | ImpediMed Limited | Expiration of voluntary escrow agreement between ImpediMed Limited and Queensland Universityof Technology |
Not applicable | 373,815 ordinary shares |
Not applicable |
| 24/04/2008 | ImpediMed Limited | Expiration of voluntary escrow agreement between ImpediMed Limited and Roxanne Pty Ltd |
Not applicable | 1,260,8701 ordinary shares |
Not applicable |
R:\10 - Corporate Admin\Governance\ASX\Substantial Holders\2008-04-29 Form 604 Notice of change of interests.doc
| 604 page 2/5 15 July 2001 |
604 page 2/5 15 July 2001 |
604 page 2/5 15 July 2001 |
604 page 2/5 15 July 2001 |
604 page 2/5 15 July 2001 |
604 page 2/5 15 July 2001 |
|---|---|---|---|---|---|
| 24/04/2008 | ImpediMed Limited | Expiration of voluntary escrow agreement between ImpediMed Limited and Thorpe Road Nominees PtyLtd |
Not applicable | 4,134,373 ordinary shares |
Not applicable |
| 24/04/2008 | ImpediMed Limited | Expiration of voluntary escrow agreement between ImpediMed Limited and Tregoning Trailers Distributors Pty Ltd |
Not applicable | 2,064,005 ordinary shares |
Not applicable |
| 24/04/2008 | ImpediMed Limited | Expiration of voluntary escrow agreement between ImpediMed Limited and Ian Tregoning |
Not applicable | 20,619 ordinary shares |
Not applicable |
| 24/04/2008 | ImpediMed Limited | Expiration of voluntary escrow agreement between ImpediMed Limited and Uniquest Pty Limited |
Not applicable | 1,490,000 ordinary shares |
Not applicable |
1 Of the 1,260,870 shares held by each of Biophys Pty Ltd and Roxanne Pty Ltd, 739,130 shares of each holding remain subject to escrow and are included in section 4.
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 |
|---|---|---|---|---|---|
| ImpediMed Limited |
Candlegrove Pty Ltd | Candlegrove Pty Ltd | Escrow agreement between ImpediMed Limited and Candlegrove PtyLtd |
16,331 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Cherrell Hirst | Cherrell Hirst | Escrow agreement between ImpediMed Limited and Cherrell Hirst |
69,826 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Colin Frederick Brown and Lynette Anne Brown |
Colin Frederick Brown and Lynette Anne Brown |
Escrow agreement between ImpediMed Limited and Colin Frederick Brown and Lynette Anne Brown |
6,364 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Greg Brown | Greg Brown | Escrow agreement between ImpediMed Limited and GregBrown |
4,335,349 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Klemzig Pty Ltd | Klemzig Pty Ltd | Escrow agreement between ImpediMed Limited and Klemzig Pty Ltd |
86,791 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Melvyn Bridges and Lucille Bridges |
Bridges Super Fund | Escrow agreement between ImpediMed Limited and Melvyn Bridges and Lucille Bridges |
69,826 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Parma Corporation Pty Ltd |
Bridges Family Trust | Escrow agreement between ImpediMed Limited and Parma Corporation PtyLtd |
4,235,000 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Alan Armstrong | Alan Armstrong | Escrow agreement between ImpediMed Limited and Alan Armstrong |
19,960 ordinary shares |
Voting rights retained by the registered holder |
R:\10 - Corporate Admin\Governance\ASX\Substantial Holders\2008-04-29 Form 604 Notice of change of interests.doc
| 604 page 3/5 15 July 2001 |
604 page 3/5 15 July 2001 |
604 page 3/5 15 July 2001 |
604 page 3/5 15 July 2001 |
604 page 3/5 15 July 2001 |
604 page 3/5 15 July 2001 |
|---|---|---|---|---|---|
| ImpediMed Limited |
Biophys Pty Ltd | Biophys Pty Ltd | Escrow agreement between ImpediMed Limited and Biophys Pty Ltd |
739,130 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Dennis Bourke | Dennis Bourke | Escrow agreement between ImpediMed Limited and Dennis Bourke |
597,279 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Bruce Cairney | Bruce Cairney | Escrow agreement between ImpediMed Limited and Bruce Cairney |
206,940 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Steve Conway | Steve Conway | Escrow agreement between ImpediMed Limited and Steve Conway |
344,958 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Chelsea Services, Inc. | Chelsea Services Inc. | Escrow agreement between ImpediMed Limited and Chelsea Services Inc. |
44,698 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Mike Drotar | Mike Drotar | Escrow agreement between ImpediMed Limited and Mike Drotar |
163,437 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Matt Leitner | Matt Leitner | Escrow agreement between ImpediMed Limited and Matt Leitner |
2,388 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Roxanne Pty Ltd | Roxanne Pty Ltd | Escrow agreement between ImpediMed Limited and Roxanne Pty Ltd |
739,130 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Carl Sanchez | Carl Sanchez | Escrow agreement between ImpediMed Limited and Carl Sanchez |
44,698 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Dennis Schlaht | Dennis Schlaht | Escrow agreement between ImpediMed Limited and Dennis Schlaht |
129,146 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Steve Smith | Steve Smith | Escrow agreement between ImpediMed Limited and Steve Smith |
570,664 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Steve St. Amand | Steve St. Amand | Escrow agreement between ImpediMed Limited and Steve St. Amand |
37,362 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Starfish Technology Fund 1 LP |
Starfish Technology Fund 1 LP |
Escrow agreement between ImpediMed Limited and Starfish TechnologyFund 1 LP |
6,395,783 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Statewide Superannuation Pty Ltd |
Statewide Superannuation Pty Ltd |
Escrow agreement between ImpediMed Limited and Statewide Superannuation PtyLtd |
916,546 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Versant Side Fund III LP | Versant Side Fund III LP | Escrow agreement between ImpediMed Limited and Versant Side Fund III LP |
28,346 ordinary shares |
Voting rights retained by the registered holder |
| ImpediMed Limited |
Versant Venture Capital III LP |
Versant Venture Capital III LP |
Escrow agreement between ImpediMed Limited and Versant Venture Capital III LP |
4,803,735 ordinary shares |
Voting rights retained by the registered holder |
R:\10 - Corporate Admin\Governance\ASX\Substantial Holders\2008-04-29 Form 604 Notice of change of interests.doc
604 page 4/5 15 July 2001 Escrow agreement 916,546 Voting rights retained by between ImpediMed ordinary shares the registered holder Limited and Westscheme Pty Ltd
ImpediMed Limited
Westscheme Pty Ltd
Westscheme Pty Ltd
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
6. Addresses
The addresses of the persons named in this form are as follows:
| Name | Address |
|---|---|
| ImpediMedLimited | Building4B, GardenCity OfficePark,2404 Logan Road,EightMilePlains,Brisbane QLD 4113 |
| CandlegrovePtyLtd | 114 EastTerrace,Adelaide, South Australia |
| Cherrell Hirst | 525FigTreePocketRoad,FigTreePocket, Queensland |
| Colin Frederich&LynetteAnneBrown | 26AnchorageDrive,RabyBay, Queensland |
| GregBrown | 23Boyd Street,Bowen Hills, Queensland |
| KlemzigPtyLtd | Riverside Centre,Level31,123Eagle Street,Brisbane, Queensland |
| Melvyn Bridges | 89 GeldartRoad, Chandler, Queensland |
| Parma Corporation PtyLtd | 195Vulture Street, South Brisbane, Queensland |
| Alan Armstrong | 9824 ViaRita, Santee, California, USA |
| BiophysPtyLtdACN 111517956 | Level 1, 34 HighStreet, Southport, Queensland |
| DennisBourque | 10370RueMont Grenoble, San Diego, California, USA |
| Bruce Cairney | 7747 Margerum Avenue,Apartment227, San Diego, California, USA |
| Steve Conway | Apartment1802,700Front Street, San Diego, California, USA |
| Chelsea Services,Inc. | 2244 Fort Stockton, San Diego, California, USA |
| MikeDrotar | 920 Stratford Court,Del Mar, California, USA |
| Intellidesign PtyLtdACN068 564036 | 1/40Trinder Road,Ashgrove, Queensland |
| MattLeitner | 11117 BlytheRoad, San Diego, California, USA |
| Pamela CovePtyLtdACN074544906 | 110Hutt Street,Adelaide, South Australia |
| Queensland University of Technology | 2George Street,Brisbane, Queensland |
| RoxannePtyLtdACN 110755 345 | Level6,120Edward Street,Brisbane, Queensland |
| CarlSanchez | 4951CuncannonCourt, San Diego, California |
| Dennis Schlaht | 2320Ranchview Place,Escondido, California, USA |
| Steve Smith | 13,401Stone Canyon Road,Poway, California, USA |
| Steve St. Amand | 8065Berwyn Road, San Diego, California, USA |
| Starfish TechnologyFund1 LP | 66 Jolimont Street, Jolimont,Victoria |
| Statewide Superannuation Pty Ltd ACN008 099223 |
Statewide House, Level 1, 99 Gawler Place, Adelaide, South Australia |
| Thorpe Road Nominees Pty Ltd ACN007852 173 |
59 Hardys Road, Underdale, South Australia |
| Tregoning Trailers Distributors Pty Ltd ACN007565175 |
540 Port Road, Allenby Gardens, South Australia |
| Ian Tregoning | 59HardysRoad, Underdale, South Australia |
| UniQuestPtyLimitedACN010 529 898 | Staff HouseRoad,The University ofQueensland, StLucia, Queensland |
| Versant SideFundIII LP | 3000 SandHill Road,Building4, Suite210,MenloPark, California, USA |
| VersantVenture Capital III LP | 3000 SandHill Road,Building4, Suite210,MenloPark, California, USA |
| WestschemePtyLtdACN009194 218 | Level 13,AdelaideTerrace,Perth,Western Australia |
R:\10 - Corporate Admin\Governance\ASX\Substantial Holders\2008-04-29 Form 604 Notice of change of interests.doc
604 page 5/5 15 July 2001
Signature
print name PHIL AUCKLAND
capacity SECRETARY
sign here date 29/04/2008
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 7 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, 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.
-
(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.
R:\10 - Corporate Admin\Governance\ASX\Substantial Holders\2008-04-29 Form 604 Notice of change of interests.doc
604 GUIDE page 1/1 13 March 2000
GUIDE
This guide does not form part of the prescribed form and is included by ASIC to assist you in completing and lodging form 604.
-
Signature This form must be signed by either a director or a secretary of the substantial holder. Lodging period Nil Lodging fee Nil Other forms to be Nil completed Additional (a) If additional space is required to complete a question, the information may be included on a separate piece of paper annexed to the form.
-
information (b) This notice must be given to a listed company, or the responsible entity for a listed managed investment scheme. A copy of this notice must also be given to each relevant securities exchange.
-
(c) The person must give a copy of this notice: (i) within 2 business days after they become aware of the information; or (ii) by 9.30 am on the next trading day of the relevant securities exchange after they become aware of the information if: (A) a takeover bid is made for voting shares in the company or voting interests in the scheme; and (B) the person becomes aware of the information during the bid period.
-
Annexures To make any annexure conform to the regulations, you must 1 use A4 size paper of white or light pastel colour with a margin of at least 10 mm on all sides 2 show the corporation name and ACN or ARBN 3 number the pages consecutively 4 print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied 5 identify the annexure with a mark such as A, B, C, etc 6 endorse the annexure with the words: This is annexure (mark) of (number) pages referred to in form (form number and title)
-
7 sign and date the annexure, the annexure must be signed by the same person(s) who signed the form.
Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.
R:\10 - Corporate Admin\Governance\ASX\Substantial Holders\2008-04-29 Form 604 Notice of change of interests.doc