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IMPEDIMED LIMITED — Major Shareholding Notification 2019
Feb 10, 2019
65135_rns_2019-02-10_c0f10ed4-0ff5-4bae-9770-0dd73b453150.pdf
Major Shareholding Notification
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605 page 1/3 15 July 2001
Form 605
Corporations Act 2001 Section 671B
Notice of ceasing to be a substantial holder
To Company Name/Scheme ImpediMed Limited ACN/ARSN 089 705 144
1. Details of substantial holder(1) Name Starfish Technology Fund 1, LP (Starfish) and each of the persons and entities listed in annexure 1 (Starfish Upstream Entities)
ACN/ARSN (if applicable)
The holder ceased to be a substantial holder on 8 / 02 / 2019 The previous notice was given to the company on 31/ 03 / 2016 The previous notice was dated 31 / 03 / 2016
2. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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 (4) |
Consideration given in relation to change (5) |
Class(6) of securities affected |
Number of securities affected |
Person's votes affected |
|---|---|---|---|---|---|---|
| 28/08/2018 | Starfish Technology Fund I |
Disposal | 0.5203 | Ordinary shares |
99,787 | 0.0263% |
| 29/08/2018 | Starfish Technology Fund I |
Disposal | 0.5201 | Ordinary shares |
50,005 | 0.0132% |
| 17/09/2018 | Starfish Technology Fund I |
Disposal | 0.5001 | Ordinary shares |
78,108 | 0.0206% |
| 18/09/2018 | Starfish Technology Fund I |
Disposal | 0.5000 | Ordinary shares |
6,944 | 0.0018% |
| 19/09/2018 | Starfish Technology Fund I |
Disposal | 0.5011 | Ordinary shares |
22,225 | 0.0059% |
| 8/10/2018 | Starfish Technology Fund I |
Disposal | 0.4999 | Ordinary shares |
34,307 | 0.0091% |
| 19/11/2018 | Starfish Technology Fund I |
Disposal | 0.3316 | Ordinary shares |
312,930 | 0.0826% |
| 20/11/2018 | Starfish Technology Fund I |
Disposal | 0.3101 | Ordinary shares |
100,600 | 0.0265% |
| 22/11/2018 | Starfish Technology Fund I |
Disposal | 0.3001 | Ordinary shares |
25,369 | 0.0067% |
| 23/11/2018 | Starfish Technology Fund I |
Disposal | 0.3000 | Ordinary shares |
2,514 | 0.0007% |
| 7/12/2018 | Starfish Technology Fund I |
Disposal | 0.2352 | Ordinary shares |
227,283 | 0.0600% |
| 10/12/2018 | Starfish Technology Fund I |
Disposal | 0.2350 | Ordinary shares |
39,928 | 0.0105% |
| 30/01/2019 | Starfish Technology Fund I |
Disposal | 0.2426 | Ordinary shares |
600,000 | 0.1583% |
| 31/01/2019 | Starfish Technology Fund I |
Disposal | 0.2450 | Ordinary shares |
50,000 | 0.0132% |
605 page 2/3 15 July 2001
| Starfish | Technology | Ordinary | |||||||
|---|---|---|---|---|---|---|---|---|---|
| 1/02/2019 | Fund I | Disposal | 0.2219 | shares | 350,000 | 0.0924% | |||
| Starfish | Technology | Ordinary | |||||||
| 4/02/2019 | Fund I | Disposal | 0.2250 | shares | 17,342 | 0.0046% | |||
| Starfish | Technology | Ordinary | |||||||
| 5/02/2019 | Fund I | Disposal | 0.2269 | shares | 808,053 | 0.2132% | |||
| Starfish | Technology | Ordinary | |||||||
| 6/02/2019 | Fund I | Disposal | 0.2202 | shares | 420,000 | 0.1108% | |||
| Starfish | Technology | Ordinary | |||||||
| 7/02/2019 | Fund I | Disposal | 0.2257 | shares | 454,605 | 0.1200% | |||
| Starfish | Technology | Ordinary | |||||||
| 8/02/2019 | Fund I | Disposal | 0.2200 | shares | 3,000,000 | 0.7916% |
3. Changes in association The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) 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
4. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Starfish Ventures Pty Ltd | P.O Box 433 East Melbourne, 3002 |
| Michael Panaccio | 24 Findon Crescent Kew, 3101 |
| Christiana Panaccio | 24 Findon Crescent Kew, 3101 |
| Masto Pty Ltd | 24 Findon Crescent Kew, 3101 |
| Micana Super Fund | 24 Findon Crescent Kew, 3101 |
| Micana Family Trust | 24 Findon Crescent Kew, 3101 |
| John Dyson | P.O Box 433 East Melbourne, 3002 |
| Trudie Horsfall | P.O Box 433 East Melbourne, 3002 |
| Trujon Investment Holdings Pty Ltd | P.O Box 433 East Melbourne, 3002 |
| Trujon Super Fund Trust | P.O Box 433 East Melbourne, 3002 |
| Trujon Family Trust | P.O Box 433 East Melbourne, 3002 |
| Starfish Technology Fund 1 LP | P.O Box 433 East Melbourne, 3002 |
Signature
print name MICHAEL PANACCIO capacity Director of Starfish Ventures Pty Ltd here 11/02 /2019 date
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sign here
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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 4 of the form.
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(2) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
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(3) See the definition of "associate" in section 9 of the Corporations Act 2001.
(4) 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.
605 page 3/3 15 July 2001
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(5) 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.
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(6) The voting shares of a company constitute one class unless divided into separate classes.
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(7) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
This is ANNEXURE 1 of 1 page referred to in ASIC Form 605 – Notice of ceasing to be a substantial holder
Name of other substantial holders:
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Starfish Ventures Pty Ltd
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Michael Panaccio
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Micana Family Trust
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John Dyson
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Trudie Horsfall
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Trujon Family Trust
| Holder of Relevant Interest | Name of Relevant Interest |
|---|---|
| Starfish Ventures Pty Ltd (SV) | Power to control disposal and voting of Starfish’s ordinary shares as investment manager of Starfish. |
| Christiana Panaccio | Joint holder of >20% voting power (with Michael Panaccio in SV). |
| Christiana Panaccio | Joint controller of Mastro Pty Ltd (MPL) as trustee of the Micana Super Fund which beneficially holds 628,091ordinary shares. |
| Micana Family Trust | Beneficially entitled to, and power to control, Michael Panaccio’s and Christiana Panaccio’s holding in SV. |
| John Dyson | Controller and joint holder of >20% voting power (with Trudie Horsfall) in SV. |
| John Dyson | Joint controller and holder of >20% voting power in Trujon Investment Holdings Pty Ltd (TIH) which is trustee of Trujon Super Fund which beneficially holds 324,489. |
Signature
print name MICHAEL PANACCIO capacity[Director of Starfish Ventures Pty Ltd]
sign here 11/ 02/2019
date