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PEAK PROCESSING LIMITED — Major Shareholding Notification 2018
Sep 20, 2018
65568_rns_2018-09-20_d4b69f2f-676e-4c21-be00-f0428ff750f0.pdf
Major Shareholding Notification
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Form 603
Corporations Act 2001 Section 671B
Notice of initial substantial holder
| To Company Name/Scheme | Althea Group Holdings Limited |
|---|---|
| ACN/ARSN | ACN 626 966 943 |
| 1.Details of substantial holder (1) | |
| Name | Joshua Michael Fegan |
| ACN/ARSN (if applicable) | |
| The holder became a substantial holder on | 19/09/2018 |
| 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 | 71,590,361 | 71,590,361 | 35.21% |
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 |
|---|---|---|
| Relevant interest under section 608(1)(a)of the Corporations Act 2001 (Cth)(Corporations Act) being the relevantinterest arising as a result of being theregistered holder of 56,250,000 ordinaryshares. | 56,250,000, ordinary shares | |
| Joshua Michael Fegan | Joshua Michael Fegan also has arelevant interest in all of the securities inwhich Althea Group Holdings Limited hasa relevant interest in under section608(3)(a) of the Corporations Act asJoshua Michael Fegan voting power inAlthea Group Holdings Limited is greaterthan 20%. | |
| Althea Group Holdings Limited holds arelevant interest in 71,590,361 ordinaryshares by having power over the disposalof ordinary shares that are subject toRestriction Agreements entered into byAlthea Group Holdings in accordancewith Rule 9.1 of the ASX Listing Rules.Please refer to the Notice of initialsubstantial holder dated 20 September2018 and lodged by Althea GroupHoldings Limited with ASX on 21September 2019 (AGH SubstantialHolder Notice). | 71,590,361 ordinary shares |
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 relevantinterest | Registered holder ofsecurities | Person entitled to beregistered as holder (8) | Class and numberof securities |
|---|---|---|---|
| Joshua Michael Fegan | Joshua Michael Fegan | Joshua Michael Fegan | 56,250,000, ordinaryshares |
| Refer to Annexure A of the AGHSubstantial Holder Notice | Refer to Annexure A of the AGHSubstantial Holder Notice | 71,590,361 ordinaryshares |
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 relevantinterest | Date of acquisition | Consideration (9) | Class and numberof securities | |
|---|---|---|---|---|
| Cash | Non-cash | |||
| Joshua Michael Fegan | 21 June 2018 | $1 | 1 ordinary share | |
| 9 August 2018 | $7,500 cash and services inrelation to the formation andpromotion of Althea GroupHoldings Limited and AltheaCompany Pty Ltd | 56,249,999 ordinaryshare | ||
| 19 September 2018 | NIL | 71,590,361 ordinaryshares |
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 | N/A |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Joshua Michael Fegan | Unit 807, 140 Swan Street Cremorne Victoria 3121 |
Signature
| print name | JOSHUA MICHAEL FEGAN | capacity | N/A |
|---|---|---|---|
| sign here | date | 20/09/2018 |
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, 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 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.