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MACQUARIE TECHNOLOGY GROUP LIMITED — Major Shareholding Notification 2017
Nov 27, 2017
65295_rns_2017-11-27_2875f527-cac1-4f92-b315-a56e287c4ded.pdf
Major Shareholding Notification
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604 page 1/2 15July 2001
Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
To Company Name/Scheme Bulletproof Group Limited
ACN/ARSN 148 162 092 1. Details of substantial holder (1) Macquarie Telecom Group Limited ( MAQ ), Macquarie Cloud Services Pty Ltd Name and the persons listed in Annexure A
ACN/ARSN (if applicable) 056 712 228
| There was a change in the interests of the | |
|---|---|
| substantial holder on | N/A. MAQ has not had a change of relevant interest, however is required to give this notice under |
| s671B(1)(c) of the Corporations Act 2001 because Macquarie Cloud Services Pty Limited lodged | |
| and served a takeover bid on 23 November 2017 for all the ordinary shares in BPF. | |
| The previous notice was given to the company on | 21 / 11 / 17 |
| The previous notice was dated | 21 / 11 / 17 |
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) |
|
| Fully paid ordinaryshares | 26,188,349 | 16.11% | 26,188,349 | 16.13% |
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 |
Person's votes affected |
|---|---|---|---|---|---|
| N/A | N/A | No change: Bidder’s Statement lodged |
N/A | 26,188,349 | 16.13% |
| and served 23 November 2017 |
|||||
| (see item 1 above) |
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 |
|---|---|---|---|---|---|
| See | |||||
| Annexure ~~A~~ |
|||||
604 page 2/2 15July 2001
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 |
|---|---|
| Macquarie Telecom Group Limited | Level 15, 2 Market Street, Sydney NSW 2000, Australia |
| Other persons named in this form | See Annexure A |
Signature
print name Nathan James Shepherd capacity Company Secretary sign here date 28 / 11 / 17
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 6 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.
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(4) The voting shares of a company constitute one class unless divided into separate classes.
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(5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
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(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).
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See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
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(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.
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(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".
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(9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
ANNEXURE A
THIS IS ANNEXURE A OF TWO PAGES REFERRED TO IN FORM 604, NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER, LODGED BY MACQUARIE TELECOM GROUP LIMITED ACN 056 712 228, SIGNED BY ME AND DATED 28/11/2017
==> picture [97 x 35] intentionally omitted <==
SIGNATURE
FULL NAME: NATHAN JAMES SHEPHERD
CAPACITY: COMPANY SECRETARY
PART 4 – SUBSIDIARIES OF MACQUARIE TELECOM GROUP LIMITED
| 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 |
|---|---|---|---|---|---|
| The persons referred to in Part 4A and Part 4B below |
Woodward Family Company Pty Limited |
Macquarie Cloud Services Pty Limited |
Pursuant to section 608 of the Corporations Act and the Call Option Deed with the Woodward Family Company Pty Ltd released to market on 21 November 2017 |
Ordinary 26,188,349 |
Ordinary 26,188,349 |
PART 4A – SUBSIDIARIES OF MACQUARIE TELECOM GROUP LIMITED
| NAME | ACN/COMPANY NUMBER |
ADDRESS |
|---|---|---|
| MACQUARIE CLOUD SERVICES PTY LIMITED |
093 640 450 | LEVEL 15, 2 MARKET STREET, SYDNEY NSW 2000 AUSTRALIA |
| MACQUARIE TELECOM PTY LIMITED |
082 930 916 | LEVEL 15, 2 MARKET STREET, SYDNEY NSW 2000 AUSTRALIA |
| MACQUARIE TELECOM CARRIER SERVICES PTY LIMITED |
082 931 020 | LEVEL 15, 2 MARKET STREET, SYDNEY NSW 2000 AUSTRALIA |
| MACQUARIE HOSTING PTY LIMITED |
082 930 578 | LEVEL 15, 2 MARKET STREET, SYDNEY NSW 2000 AUSTRALIA |
| MACQUARIE CLOUD PTY LTD | 148 179 846 | LEVEL 15, 2 MARKET STREET, SYDNEY NSW 2000 AUSTRALIA |
| MACQUARIE HOSTING (SINGAPORE) PTE. LTD. |
201217507M (ARBN 159 694 461) |
50 RAFFLES PLACE, #32-01, SINGAPORE LAND TOWER, SINGAPORE048623 |
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| MACQUARIE DATA CENTRES PTY LTD |
612 259 391 | 17-23 TALAVERA ROAD, MACQUARIE PARK NSW 2113 AUSTRALIA |
|---|---|---|
PART 4B – SUBSTANTIAL HOLDERS OF MACQUARIE TELECOM GROUP LIMITED
| NAME | ACN/COMPANY NUMBER |
ADDRESS |
|---|---|---|
| CLAIWARD PTY. LIMITED | 082 992 890 | C/- STREETER LAW UNIT 2, 50 PARKER STREET, SYDNEY NSW 2000 AUSTRALIA |
| SEMARK PTY LTD | 080 225 092 | C/- STREETER LAW UNIT 2, 50 PARKER STREET, SYDNEY NSW 2000 AUSTRALIA |
| DAVID PATRICK TUDEHOPE | N/A | C/- LEVEL 15, 2 MARKET STREET, SYDNEY NSW 2000 AUSTRALIA |
| AIDAN JOHN TUDEHOPE | N/A | C/- LEVEL 15, 2 MARKET STREET, SYDNEY NSW 2000 AUSTRALIA |
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