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NORTHERN STAR RESOURCES LTD — Major Shareholding Notification 2012
Dec 3, 2012
65447_rns_2012-12-03_55c5f567-1fb6-4308-a474-99733cdb5565.pdf
Major Shareholding Notification
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Form 605 Corporations Act 2001
Section 671B
Notice of ceasing to be a substantial holder
| To Company Name/Scheme | Northern Star Resources Ltd | |||
|---|---|---|---|---|
| ACN/ARSN | 000 011 174 | |||
| Details of substantial holder (1) 1. |
||||
| Name ACN/ARSN (if applicable) |
078 652 276 | Morgan Stanley Australia Securities Limited | ||
| The holder ceased to be a substantial holder on The previous notice was given to the company on |
December 04, 2012 December 03, 2012 |
|||
| The previous notice was dated Changes in relevant interests 2. |
November 29, 2012 |
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:
| Morgan Stanley & Co. International plc | affected | Person's votes affected | ||
|---|---|---|---|---|
| Borrow | N/A | 114,435 | 114,435 Ordinary Shares | |
| Morgan Stanley & Co. International plc | Collateral Returned |
N/A | $-72,706$ | -72,706 Ordinary Shares |
| Morgan Stanley & Co. International plc. | Buy | 1.3550 | 19,666 | 19,666 Ordinary Shares |
| Morgan Stanley & Co. International pic | Sell | 1.5600 | $-46.595$ | -46,595 Ordinary Shares |
| Morgan Stanley Australia Securities Limited | Buv | 1.3650 | 363,200 | 363,200 Ordinary Shares |
| Morgan Stanley Australia Securities Limited | Sell | 1.5679 | $-62,544$ | -62,544 Ordinary Shares |
| Morgan Stanley & Co. International plc | Buv | 1.2906 | 7 1 4 8 | 7,148 Ordinary Shares |
| Morgan Stanley Australia Securities Limited | Buv | 1.3117 | 235,375 | 235,375 Ordinary Shares |
| Morgan Stanley Australia Securities Limited | Sell | 1.5311 | $-159,683$ | -159,683 Ordinary Shares |
| Morgan Stanley & Co. International plc | Buy | 1.3075 | 954 | 954 Ordinary Shares |
| Morgan Stanley Australia Securities Limited | Buv | 1.2992 | 70,889 | 70,889 Ordinary Shares |
| Morgan Stanley Australia Securities Limited | Sell | 1.5400 | -92 | -92 Ordinary Shares |
| cease to have interest resulting from completion of |
-37,000,000 Ordinary Shares |
|||
| Morgan Stanley Wealth Management Australia Pty | 1.3500 -37,000,000 placement |
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 (# $-1$ * applicable). . The American |
of association Nature . |
|---|---|
| Not Applicable | ------- Not Applicable |
--- | |
|---|---|---|---|
4. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Morgan Stanley & Co. International pic | 25 Cabot Square, Canary Wharf, London E14 4QA, United Kingdom |
| Morgan Stanley Australia Securities Limited | Level 39 Chifley Tower, 2 Chifley Square, Sydney NSW 2000, Australia |
| Morgan Stanley Wealth Management Australia Pty Ltd | Level 26 Chifley Tower, 2 Chifley Square, Sydney NSW 2000, Australia |
Signature
| print name James Benady | capacity | Executive Director |
|---|---|---|
| sign here | date | December 04, 2012 |
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 there are a number of substantial numbers with similar of related relocation increase (e.g. a supportance in the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form is clearly set out in paragraph 4 of the form.
- $(2)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
- $(3)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
- $(4)$ Include details of:
- any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy $\left( a\right)$ 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
- 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 (b) 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.
- Details of the consideration must include any and all benefits, moneys 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 $(5)$ 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. - $(6)$ The voting shares of a company constitute one class unless divided into separate classes.
- Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(7)$
GUIDE
This guide does not form part of the prescribed form and is included by ASIC to assist you in completing and lodging form 605.

Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.
| Schedule | ||
|---|---|---|
| Type of Agreement | International Prime Brokerage Agreement | |
| Parties to agreement | Morgan Stanley & Co International plc for itself and as agent and trustee for and on behalf of the other Morgan Stanley Companies and OXAM QUANT FUND LIMITED and LIM ASIA MULTI-STRATEGY FUND INC. |
|
| Transfer Date | $9/7/2012$ ; $9/10/2012$ ; $9/11/2012$ ; $9/12/2012$ ; 9/13/2012; 9/14/2012; 9/17/2012; 9/18/2012; 9/19/2012; 9/20/2012; 9/21/2012; 9/24/2012; 9/25/2012; 9/26/2012; 9/27/2012; 9/28/2012; 10/1/2012; 10/2/2012; 10/3/2012; 10/4/2012; 10/5/2012; 10/8/2012; 10/9/2012; 10/10/2012; 10/11/2012; 10/12/2012; 10/15/2012; 10/16/2012 10/17/2012 ; 10/18/2012 ; 10/19/2012 ; 10/22/2012; 10/23/2012; 10/24/2012; 10/25/2012 10/26/2012 ; 10/29/2012 ; 10/30/2012 ; 10/31/2012; 11/1/2012; 11/2/2012; 11/5/2012; 11/6/2012; 11/7/2012; 11/8/2012; 11/9/2012; 11/12/2012; 11/13/2012; 11/14/2012; 11/15/2012 11/16/2012 ; 11/19/2012 ; 11/20/2012 ; 11/21/2012; 11/22/2012; 11/23/2012; 11/30/2012 |
|
| Holder of Voting Rights | If prime broker has settled a short sale for the client, voting rights will pass to the purchaser of the securities. |
|
| Are there any restrictions on voting rights? | Yes/No | |
| If yes, detail Not applicable | ||
| Scheduled Return Date (if any) | Open | |
| Does the borrower have the right to return early? | Yes/Ne | |
| If yes, detail At any time the client may return to the prime broker shares which the client previously sold short. | ||
| Does the lender have the right to recall early? | Yes/Ne | |
| If yes, detail The prime broker may require the client to return shares delivered on behalf of the client at any time. | ||
| Will the securities be returned on settlement? l Yes/Ne |
||
| If yes, detail any exceptions Upon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined and on the basis of the amounts so established, an account shall be taken of what is due from each party to the other. The amounts due from one party shall be set off against the amounts due from the other party and only the balance of the account shall be payable. |
| Schedule | ||||
|---|---|---|---|---|
| Type of Agreement | Australian Master Securities Lending Agreement | |||
| Parties to agreement | Morgan Stanley Australia Securities Limited and | |||
| MACQUARIE BANK LIMITED | ||||
| Transfer Date | 8/20/2012 ; 8/29/2012 ; 8/31/2012 ; 9/10/2012 ; | |||
| 11/21/2012; 11/22/2012; 11/30/2012 | ||||
| Holder of Voting Rights | Borrower | |||
| Are there any restrictions on voting rights? | Yes/ No | |||
| If yes, detail Not applicable | ||||
| Scheduled Return Date (if any) | Open | |||
| Does the borrower have the right to return early? | Yes/Ne | |||
| If yes, detail The Borrower shall be entitled at any time to terminate a particular loan of Securities and to redeliver all | ||||
| and any Equivalent Securities due and outstanding to the Lender in accordance with the Lender's instructions. | ||||
| Does the lender have the right to recall early? | Yes/No | |||
| If yes, detail The Lender may call for the redelivery of all or any Equivalent Securities at any time by giving notice | ||||
| on any Business Day of not less than the Standard Settlement Time for such Equivalent Securities or the equivalent | ||||
| time on the exchange or in the clearing organisation through which the relevant borrowed Securities were originally | ||||
| delivered. | ||||
| Will the securities be returned on settlement? | Yes/No | |||
| If yes, detail any exceptions If an Event of Default occurs in relation to either Party, the Parties' delivery and | ||||
| payment obligations shall be accelerated so as to require performance thereof at the time such Event of Default | ||||
| occurs. In such event the Relevant Value of the Securities to be delivered by each Party shall be established and on | ||||
| the basis of the Relevant Values so established, an account shall be taken of what is due from each Party to the other and the sums due from one Party shall be set-off against the sums due from the other and only the balance of |
||||
| the account shall be navable. |
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| Schedule | ||||
|---|---|---|---|---|
| Type of Agreement | Overseas Securities Lender's Agreement | |||
| Parties to agreement | Morgan Stanley & Co International plc and | |||
| OXAM QUANT FUND LIMITED | ||||
| Transfer Date | 11/23/2012; 11/26/2012; 11/27/2012; 11/28/2012 | |||
| ; 11/29/2012 ; 11/30/2012 | ||||
| Holder of Voting Rights | Each Party undertakes that where it holds securities of the | |||
| same description as any securities borrowed by it or | ||||
| transferred to it by way of collateral at a time when a right | ||||
| to vote arises in respect of such securities, it will use its | ||||
| best endeavours to arrange for the voting rights attached | ||||
| to such securities to be exercised in accordance with the | ||||
| instructions of the Lender or Borrower (as the case may | ||||
| be). | ||||
| Are there any restrictions on voting rights? | Yes/Ne | |||
| If yes, detail As stated above. | ||||
| Scheduled Return Date (if any) | Open | |||
| Does the borrower have the right to return early? | Yes/Ne | |||
| If yes, detail | The Borrower is entitled at any time to terminate a particular loan of Securities and to redeliver all and | |||
| any Equivalent Securities due and outstanding to the Lender in accordance with the Lender's instructions. | ||||
| Does the lender have the right to recall early? | Yes/No | |||
| If yes, detail The Lender may call for the redelivery of all or any Equivalent Securities at any time by giving notice on | ||||
| any Business Day of not less than the standard settlement time for such Equivalent Securities on the exchange or in the clearing organisation through which the relevant borrowed Securities were originally delivered. The Borrower shall |
||||
| redeliver such Equivalent Securities not later than the expiry of such notice in accordance with the Lender's instructions. Will the securities be returned on settlement? |
||||
| Yes/No | ||||
| If yes, detail any exceptions If an Event of Default occurs in relation to either Party, the Parties' delivery and | ||||
| payment obligations shall be accelerated so as to require performance thereof at the time such Event of Default | ||||
| occurs. In such event the Relevant Value of the Securities to be delivered by each Party shall be established in accordance with the Agreement and on the basis of the Relevant Values so established, the sums due from one |
||||
| Party shall be set-off against the sums due from the other and only the balance of the account shall be payable. |
The above schedules are based on the relevant standard agreements. The entity filing the report will, if requested by the company or
responsible entity to whom the prescribed form must be given or ASIC, give a copy of the
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