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METRO MINING LIMITED — Major Shareholding Notification 2021
Jul 5, 2021
65351_rns_2021-07-05_ed893fa4-b84e-4eac-993c-e2c411a00e59.pdf
Major Shareholding Notification
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Form 603
Corporations Act 2001 Section 671B
Notice of initial substantial holder
To Company Name/Scheme Metro Mining Limited ( MMI ) ACN/ARSN ACN 117 763 443
1. Details of substantial holder (1)
Name Lambhill Pty Limited (ACN 009 976 603) as trustee for the Willims Final Discretionary Trust, Willims Superannuation Pty Ltd (ACN 137 354 833) as trustee for Willims Superannuation A/C, Gregory Ian Willims and Susanne Willims ACN/ARSN (if applicable) As above
The holder became a substantial holder on 06 / 07 / 2021
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 ordinaryshares in MMI | 130,781,120 | 130,781,120 | 6.40% |
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 |
|---|---|---|
| Lambhill Pty Limited (ACN 009 976 603) |
Registered holder of securities - Section 608(1)(a) of the_Corporations Act_ 2001(Cth) |
42,000,000 fully paid ordinary shares in MMI |
| Gregory Ian Willims | Relevant interest in securities held by a body corporate in which the person's voting power is above 20% (Gregory Ian Willims has voting power above 20% in Lambhill Pty Limited (ACN 009 976 603), and is a beneficiary of the Willims Final Discretionary Trust) - Section 608(3)(a) of the_Corporations Act_ 2001(Cth) |
42,000,000 fully paid ordinary shares in MMI |
| Willims Superannuation Pty Ltd (ACN 137 354 833) |
Registered holder of securities - Section 608(1)(a) of the_Corporations Act_ 2001(Cth) |
11,057,354 fully paid ordinary shares in MMI |
| Gregory Ian Willims | Relevant interest in securities held by a body corporate in which the person's voting power is above 20% (Gregory Ian Willims has voting power above 20% in Lambhill Pty Limited (ACN 009 976 603), and is a beneficiary of Willims Superannuation A/C) - Section 608(3)(a) of the_Corporations Act_ 2001(Cth) |
11,057,354 fully paid ordinary shares in MMI |
| Gregory Ian Willims | Registered holder of securities - Section 608(1)(a) of the_Corporations Act_ 2001(Cth) |
70,895,060 fully paid ordinary shares in MMI |
| Susanne Willims | Registered holder of securities - Section 608(1)(a) of the_Corporations Act_ 2001(Cth) |
6,828,706 fully paid ordinary shares in MMI |
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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 |
|---|---|---|---|
| Lambhill Pty Limited (ACN 009 976 603) |
Lambhill Pty Limited (ACN 009 976 603) |
Lambhill Pty Limited (ACN 009 976 603) |
42,000,000 fully paid ordinary shares in MMI |
| Gregory Ian Willims | Lambhill Pty Limited (ACN 009 976 603) |
Lambhill Pty Limited (ACN 009 976 603) |
42,000,000 fully paid ordinary shares in MMI |
| Willims Superannuation Pty Ltd (ACN 137 354 833) |
Willims Superannuation Pty Ltd (ACN 137 354 833) |
Willims Superannuation Pty Ltd (ACN 137 354 833) |
11,057,354 fully paid ordinary shares in MMI |
| Gregory Ian Willims | Willims Superannuation Pty Ltd (ACN 137 354 833) |
Willims Superannuation Pty Ltd (ACN 137 354 833) |
11,057,354 fully paid ordinary shares in MMI |
| Gregory Ian Willims | Gregory Ian Willims | Gregory Ian Willims | 70,895,060 fully paid ordinary shares in MMI |
| Susanne Willims | Susanne Willims | Susanne Willims | 6,828,706 fully paid ordinary shares in MMI |
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) | Class and number of securities |
|
|---|---|---|---|---|
| Cash | Non-Cash | |||
| Lambhill Pty Limited (ACN 009 976 603) and GregoryIan Willims |
6 July 2021 | $0.016 per share | Not applicable | 35,000,000 fully paid ordinary shares in MMI |
| Willims Superannuation Pty Ltd (ACN 137 354 833) and Gregory Ian Willims |
6 July 2021 | $0.016 per share | Not applicable | 5,528,677 fully paid ordinary shares in MMI |
| Gregory Ian Willims | 6 July 2021 | $0.016 per share | Not applicable | 35,447,530 fully paid ordinary shares in MMI |
| Susanne Willims | Various (between 1-13 April 2021) |
$0.059 per share | Not applicable | 1,400,000 fully paid ordinary shares in MMI |
| 6 July 2021 | $0.016 per share | Not applicable | 3,414,353 fully paid ordinary shares in MMI |
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 |
|---|---|
| Lambhill Pty Limited (ACN 009 976 603) | Body corporate that is controlled by an entity that also controls Willims Superannuation Pty Ltd(ACN 137 354 833)- Section 12(2)(a)(iii)of the_Corporations Act 2001_(Cth) |
| Willims Superannuation Pty Ltd (ACN 137 354 833) |
Body corporate that is controlled by an entity that also controls Lambhill Pty Limited (ACN 009 976 603)- Section 12(2)(a)(iii)of the_Corporations Act 2001_(Cth) |
| Gregory Ian Willims | Director of Lambhill Pty Limited (ACN 009 976 603) and Willims Superannuation Pty Ltd (ACN 137 354 833)- Section 11(c)of the_Corporations Act 2001_(Cth) |
| Susanne Willims | Director of Willims Superannuation Pty Ltd (ACN 137 354 833) - Section 11(c) of the Corporations Act 2001(Cth) |
| All parties | Acting in concert in relation to MMI's affairs - Section 12(2)(c) of the_Corporations Act 2001_ (Cth) |
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7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Lambhill PtyLimited(ACN 009 976 603) | 1 Palm Avenue,Ascot, Queensland,4007 |
| Willims Superannuation PtyLtd(ACN 137 354 833) | 1 Palm Avenue,Ascot, Queensland,4007 |
| GregoryWillims | 1 Palm Avenue,Ascot, Queensland,4007 |
| Susanne Willims | 1 Palm Avenue,Ascot, Queensland,4007 |
Signature
print name Gregory Ian Willims
==> picture [117 x 64] intentionally omitted <==
sign here
capacity Registered holder, director of Lambhill Pty Limited (ACN 009 976 603), and director of Willims Superannuation Pty Ltd (ACN 137 354 833)
date 06 / 07 / 2021
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 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.
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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 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.
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(6) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.
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(7) Include details of:
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(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
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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.
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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) 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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