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IVE GROUP LIMITED — Major Shareholding Notification 2016
Aug 29, 2016
65109_rns_2016-08-29_91a1e1f6-cfe8-4d16-9477-4bb0301a521d.pdf
Major Shareholding Notification
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ASX ANNOUNCEMENT – IVE GROUP LIMITED (ASX: IGL)
30 August 2016
Notice of Change of Interests of Substantial Holder – IVE Group Limited
In accordance with section 671B of the Corporations Act 2001 (Cth), we lodge the attached Form 604 for and on behalf of the substantial holder listed in section 1 of the attached form. The change is due to a release of securities from escrow on 30 August 2016.
Yours sincerely
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Emma Lawler Company Secretary
604 page 1/2 15 July 2001
Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
To Company Name/Scheme IVE Group Limited
ACN/ARSN ACN 606 252 644
1. Details of substantial holder(1)
Name IVE Group Limited (IVE) and each of the subsidiaries of IVE as set out in Annexure A to this form
ACN/ARSN (if applicable) ACN 606 252 644
There was a change in the interests of the substantial holder on 30 / /8 2016 The previous notice was given to the company on 18 / /12 2015 The previous notice was dated 18 / /12 2015
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 | 51,056,583 | 57.48% |
8,648,991 | 9.7% |
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 |
|---|---|---|---|---|---|
| 30/8/2016 | IVE Group Limited | Release of securities from voluntary escrow |
N/A | 42,407,592 shares |
47.55% |
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder of | Registered | Person entitled | Nature of | Class and | Person's votes | |||
|---|---|---|---|---|---|---|---|---|
| relevant | holder of | to be registered | relevant | number of | ||||
| interest | securities | as holder (8) | interest (6) | securities | ||||
| IVE Group Limited | See Annexure B | See Annexure B | Restriction on disposal of shares under voluntary escrow |
8,648,991 shares |
9.7% | |||
| arrangements disclosed in IVE's | ||||||||
| replacement prospectus dated | ||||||||
| 4 December 2016 gives IVE a | ||||||||
| technical "relevant interest' in its | ||||||||
| own shares under s608(1)(c) of | ||||||||
| the Corporations Act 2001 (Cth). | ||||||||
| However IVE has no right to acquire | ||||||||
| these shares or to control the voting rights | ||||||||
| attaching to these shares. |
604 page 2/2 15 July 2001
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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
6. Addresses
The addresses of persons named in this form are as follows:
Name Address
See Annexure B
Signature
print name Emma Lawler capacity Company Secretary
sign here date 30 / 8 / 2016
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 6 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, becom`e
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.
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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.
Name: Emma Lawler
Signature:
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Date: 30 August 2016
Subsidiaries of IVE Group Limited
| Name and ACN | Nature of Association |
|---|---|
| Caxton Print Group Holdings Pty Ltd 160 926732 |
Each is a subsidiary of, and controlled by, IVE. |
| Caxton Print Group Pty Ltd 160 942 594 |
|
| IVE Group Australia Pty Ltd 000205210 |
|
| IVE Group (Victoria) Pty Ltd 004 125231 |
|
| Task 2 Pty Limited 106 210 164 |
|
| Pareto Fundraising Pty Limited 100 358 905 |
|
| Pareto Phone Pty Limited 115 781 827 |
|
| IVE Employment Australia Pty Limited 606 338 505 |
|
| IVE Employment (Victoria) Pty Limited 606 339119 |
|
| IVE Group Asia Limited No: 2318914 |
|
| James Bennett & Associates Pty Ltd 149761580 |
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ANNEXURE B
This is Annexure B of 1 page referred to in Form 604 – Notice of Change of Interests of substantial holder.
Name: Emma Lawler Signature:
Date: 30 August 2016
| REGISTERED HOLDER | ADDRESS |
|---|---|
| Caxton Print Holdings ATF Selig Family Trust | Suite 3, Level 4, 51 Rawson St Epping NSW 2121 |
| Shansley Pty Ltd | 58 Westminster Rd, Gladesville NSW 2111 |
| WLHALH Holdings Pty Ltd ATF WAH Family Trust |
Level 10, 66 King St, Sydney NSW 2000 |
| R.E.D Investment Holdings Pty Ltd ATF RE Family Trust |
7 Stonecutters Rd, Portsea VIC 3944 |
| MVEL Aitken Pty Ltd ATF Aitken Family Trust |
48 Ultimo St Caringbah NSW 2229 |
| DNSMD Pty Ltd ATF DNSMD Family Trust | 17 Lewis St Lapstone NSW 2773 |
| Boost Marketing Solutions Pty Ltd ATF The Joel and Victoria Norton Family Trust |
c/- DP Loewy & Co Pty Ltd, PO Box 704, Edgecliff NSW 2027 |