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IVE GROUP LIMITED Major Shareholding Notification 2022

Sep 26, 2022

65109_rns_2022-09-26_c03210d2-3f95-414a-b5c3-082ad3c557da.pdf

Major Shareholding Notification

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27 September 2022

ASX Limited 20 Bridge Street, Sydney NSW 2000

By Electronic Lodgement

Dear Sir/Madam

Notice of initial substantial holder for IGL

Please find attached a Form 603 - Notice of initial substantial holder ( Notice ) required to be lodged under the Corporations Act 2001 ( the Act ). The Notice sets out a technical interest which WHSP is deemed to hold under the Act due to holding voting power of more than 20% of the ordinary fully paid shares in Pengana Capital Group Limited (PCG).

This announcement has been authorised for release to the ASX by the Company Secretary.

Yours sincerely

Washington H Soul Pattinson and Company Limited

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Ida Lawrance Company Secretary

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603 page 1 of 7

15 July 2001

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme

IVE GROUP LIMITED (ASX: IGL)

ACN/ARSN ACN 606 252 644

1. Details of substantial holder(1)

Name WASHINGTON H. SOUL PATTINSON AND COMPANY LIMITED (WHSP) ACN/ARSN (if applicable) ACN 000 002 728

The holder became a substantial holder on 26/09/2022

The substantial holder’s relevant interest arises solely due to its holding of more than 20% of the voting power in Pengana Capital Group Limited (PCG).

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4) Number of
Securities
Person’s votes (5) Voting power (6)
Ordinary Fully Paid 7,179,881 7,179,881 5.003%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:


ubstantial holder are as follows:
Holderof relevantinterest Nature of relevantinterest (7) Class andnumberofsecurities
WHSP RELEVANT INTEREST DUE TO
HOLDING VOTING POWER OF MORE
THAN 20% IN PENGANA CAPITAL
GROUP LIMITED (PCG) ORDINARY
FULLY PAIDSHARES
7,179,881

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered asholder(8)
Class and number of
securities
WHSP See PCG’s Notice of initial substantial holding for IGL
lodged on 26 September 2022 and attached (Attachment
A).
7,179,881 ORDINARY
SHARES

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest Date of acquisition Consideration (9) Consideration (9) Class and number of
securities
See PCG’s Notice of initial substantial holding for IGL lodged on 26 September 2022 and attached (Attachment A).

603 page 2 of 7 15 July 2001

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable) Nature of association

7. Addresses

The addresses of persons named in this form are as follows:

f persons named in this form are as follows:
Name Address
WHSP Level 14, 151 Clarence Street, Sydney, NSW 2000
Pengana Capital Group Limited Level 12, 167 Macquarie Street, Sydney, NSW 2000

Signature

Ida Lawrance Capacity Company Secretary print name

sign here

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Date 27/09/2022

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 total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

  • (6) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

  • (7) Include details of:

  • (a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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.

  • (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) 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.

page 3 of 7

Attachment A Form 603 Notice of initial substantial holder by Pengana Capital Group Ltd (ACN 059 300 426) and its subsidiaries

This is Attachment A of 4 pages referred to in Form 603 – Notice of initial substantial holder by WHSP.

Name: Ida Lawrance

Capacity: Company Secretary

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Signature:

Date: 27/09/2022

603 Page 4 of 7 15 July 2001

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Name/Scheme IVE GROUP LIMITED (ASX:IGL) ACN/ARSN ACN 606 252 644

1. Details of substantial holder (1)

Name Annexure A ACN/ARSN (if applicable) Annexure A

The holder became a substantial holder on 21 / 09 / 2022

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4) Number of securities Person's votes (5) Voting power (6)
Fully Paid Ordinary
Shares
7,179,881 7,179,881 5.003%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest Nature of relevant interest (7) Class and number of securities
Annexure B

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder (8)
Class and number of securities
Annexure B

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant
interest
Date of acquisition Consideration (9) Consideration (9) Class and number of securities
Cash Non-cash
Annexure C

603 Page 5 of 7 15 July 2001

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable) Nature of association
N/A

7. Addresses

The addresses of persons named in this form are as follows:

Name Address
Annexure D

Signature

print name
sign here
Katrina Glendinning
capacity
Chief Fnancial Officer
date
26/09/2022

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 total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

  • (6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

  • (7) Include details of:

  • (a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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.

  • (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) 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.

page 6 of 7

Annexure A
Details of Substantial Holder
Pengana Capital Group Ltd
Pengana Capital Ltd
Pengana Investment Management Limited
ACN
059 300 426
103 800 568
063 081 612
107 462 966
Pengana International Equities Limited
Annexure B
Holder of Relevant
Interest
Pengana Capital
Group Ltd
Pengana Capital Ltd
Pengana
Investment
Management
Limited
Registered Holder of
Securities and person
entitled to be
Registered as Holder
As below
BNP Paribas Nominees
Pty Limited
(ACN 084 150 023) on
behalf of Pengana
Capital Ltd
BNP Paribas Nominees
Pty Limited
(ACN 084 150 023) on
behalf of Pengana
Investment
Management Ltd
Nature of Relevant Interest
Pengana Capital Group has a relevant interest in
the said securities as it wholly owns Pengana
Capital Ltd and Pengana Investment
Management Limited
Relevant interest arising as a result of Pengana
Capital Limited having power to control the
voting and/ or disposal of securities pursuant to
position held as an investment manager of
various unit trusts.
Relevant interest arising as a result of Pengana
Investment Management Limnited having
power to control the voting and/ or disposal of
securities pursuant to position held as an
investment manager of various unit trusts.
Class and
number
of shares
7,179,881
Pengana
International
Equities Limited
BNP Paribas Nominees
Pty Limited
(ACN 084 150 023) on
behalf of Pengana
International Equities
Limited
Relevant interest arising as a result of Pengana
Investment Management Limnited having
power to control the voting and/ or disposal of
securities pursuant to position held as an
investment manager of various unit trusts.

page 7 of 7

Annexure C Annexure C
Date of
Change
23/05/2022
25/05/2022
02/06/2022
03/06/2022
06/06/2022
07/06/2022
08/06/2022
09/06/2022
10/06/2022
21/06/2022
21/07/2022
14/09/2022
20/09/2022
21/09/2022
Nature of
Change
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
No of Shares
21,618.00
27,013.00
15,474.00
75,456.00
17,947.00
11,827.00
64,266.00
147,228.00
47,394.00
5,000.00
77,253.00
179,682.00
12,106.00
208,063.00
Consideration
$ 37,399.14
$ 47,324.07
$ 26,265.57
$ 129,263.67
$ 30,253.26
$ 19,848.07
$ 109,239.35
$ 246,238.83
$ 76,977.33
$ 7,650.00
$ 147,962.67
$ 431,218.83
$ 27,480.62
$ 476,048.14
Holder
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Pengana Capital Limited
Annexure D
Pengana Capital Group Ltd
Pengana Capital Ltd
Pengana Investment Management Limited
L1,2,3 60 Martin Place, Sydney, NSW 2000
L1,2,3 60 Martin Place, Sydney, NSW 2000
L1,2,3 60 Martin Place, Sydney, NSW 2000
L1,2,3 60 Martin Place,Sydney,NSW 2000
Pengana International Equities Limited