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IMPEDIMED LIMITED — Major Shareholding Notification 2009
Jun 4, 2009
65135_rns_2009-06-04_c566696a-94f4-494b-bfe1-29e14418df34.pdf
Major Shareholding Notification
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604 GUIDE page 1/1 13 March 2000
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 02/ 06 / 2009 The previous notice was given to the company on 07/ 04 / 2009 The previous notice was dated 07/04/ 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) | |
| Ordinary shares | 33,273,851 | 36.9% | 33,273,851 | 34.0% |
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 |
|---|---|---|---|---|---|
| Notificationofchangeis strictly as aresult ofa changein voting poweras aresult ofan increasein issued shares |
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 |
3,123,324 ordinary shares |
Voting rights retained by the registered holder |
604 GUIDE page 2/1 13 March 2000
| 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 |
4,137,664 ordinary shares |
Voting rights retained by the registered holder |
| 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 |
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 |
Starfish Technology Fund 1, LP |
Starfish Technology Fund 1, LP |
Starfish Technology Fund 1, LP holds 26.9% of the issued shares in ImpediMed Limited and may therefore have control of ImpediMed Limited within section 50AA of the Corporations Act |
24,285,465 | Voting rights retained by the registered holder |
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 |
| BiophysPtyLtdACN 111517956 | Level 1, 34 HighStreet, Southport, Queensland |
| RoxannePtyLtdACN 110755 345 | Level6,120Edward Street,Brisbane, Queensland |
| Starfish TechnologyFund1 LP | 66 Jolimont Street, Jolimont,Victoria |
| Statewide Superannuation Pty Ltd ACN008 099223 |
Statewide House, Level 1, 99 Gawler Place, Adelaide, South Australia |
| 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 |
604 GUIDE page 3/1 13 March 2000
Signature
print name PHIL AUCKLAND sign here date 5 /Jun/2009
capacity SECRETARY
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.
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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.
(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:
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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).
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.