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PPK GROUP LIMITED — Major Shareholding Notification 2021
Jul 8, 2021
65603_rns_2021-07-08_c5cdc79d-b1f0-4a41-831e-2135765fc8d4.pdf
Major Shareholding Notification
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9 July 2021
MrAlex Sutton Advisor - Geology, Listings Compliance ASX Limited Exchange Centre 20 Bridge St Sydney NSW2000
Alex. [email protected]. au
Dear Mr. $utton,
PPK Group Limited: Lodgement of Forms 603 and 605
PPK Group Limited ('PPK') has been provided the attached form 603 Notice of lnitial Substantial Holder and form 605 Notice of Ceasing to be a Substantial Holder for Australian lnnovation Centre Pty Ltd ('AlC").
We note that AIC became a substantial holder on 22 March 2019 and has ceased to be a substantial holder on 9 April 2021. PPK understands that AIC ceased to be a substantial holder as a result of some of the shares in PPK previously held by AIC being sold and the balance being distributed amongst the shareholders of AlC.
It is PPK's understanding that none of the shareholders of AIC are substantial holders.
Yours Faithfully,
Pat Rogers General Counsel and Company Secretary Email: [email protected] Ph: 0409 764 995
PPK GROUP LIMITED ABN: 65 003 964 181
Level27, 10 Eagle St, Brisbane QLD 4000 GPO Box 754, Brisbane Qld 4001 Tel: +61 7 3054 4500 Fax: +61 7 3054 4599
Form 603
Corporations Act 2001 Section 6718
Notice of initial substantial holder
| To CompanyName/Scheme | PPK GROUP LTTMTTED (',PPK',) | ||
|---|---|---|---|
| ACN/ARSN | 003 s64 181 | ||
| L Details of eubstantlal holder ({) |
| Name | AUSTRALIAN INNOVATION CENTRE PTY LTD fAlc) | ||
|---|---|---|---|
| ACN/ARSN(ifapplicable) 143248355 | |||
The holder became a substantial holder on 22 I Og I ZOlg
2. Details of voting power
The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantlal holder or an associate (2) had a relevant interest (3) in on the date the sub$tantial holder became a substantial holder are as follows:
| Class of securities (4) | Number of securities | Person's votes (5) | Voting power (6) |
|---|---|---|---|
| ORDINARY | 8,624,482 | &,624,482 | 10.68% |
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 | |
|---|---|---|---|
| AUSTRALIAN INNOVATION CENTRE PTYLTD (',Arc) | Acquisition ot 8,624,482 PPK Sharesin consideration for 2,200,000 Sharesin AIC lnvestment Corporation PtyLtd. Pursuant to section 608(1)(a) ofthe Corporations Act 2001 (Cth)("Corporations Act'). | 8,624,482 PPK Shares | |
| COMARCO PTY LTD | Pursuant to section 608(3) of theCorporations Act by virtue ofComarco Pty Ltd holding 74.31% ofthe issued shares in AlC. | 8,624,482 PPK Shares | |
| MARK WINFIELD | Pursuant to section 608(3) of theCorporations Act by virtue of MarkWinfield holding 100% of the issuedshares in COMARCO Pty Ltd. | 8,624,482 PPK Shares |
4, Details of present registered holders
The persons registered as holders of the securities refened to in paragraph 3 above are as follows:
| Holder of relevantRegistered holder of securitiesinterest | Person entitled to be registeredas holder (8) | Class and number ofsecurities | ||
|---|---|---|---|---|
| Each SubstantialHolder | AIC | N/A | 8,624,482 PPK 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) | Class and number |
|---|---|---|---|
| of securities |
| Cash | Non-cash | |||
|---|---|---|---|---|
| AIC | 2210312019 | N/A | 2.200,000Shares in AIClnvestmentCorporation PtyLtd | oRD - 8,624,482PPK Shares |
| Each other holder ofrelevant interest | 2210312019 | None | N/A | oRD - 8,624,482PPK Shares |
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
| Name and ACNiARSN (if applicable) | Nature of association |
|---|---|
| COIUARCO Pry LTD | Pursuant to section 12(2)(a)(ii) of the Corporations Act by virtue of COMARCO Pty Ltd beinga body corporate that controls AlC. |
| IVIARK WINFIELD | Pursuant to section 12(2)(c) of the Corporations Act by virtue of N4ark Winfield being aperson with whom AIC was acting, or proposed to act, in concerl with respect to PPK'saffairs. |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| AUSTRALIAN INNOVATIONCENTRE Pry LTD | 1OO8 EDGECLIFF DRIVESANCTUARY COVE QLD 4212 |
| COMARCO PTY LTD | 1OO8 EDGECLIFF DRIVESANCTUARY COVE QLD 4212 |
| MARK WINFIELD | 1OO8 EDGECLIFF DRIVESANCTUARY COVE QLD 4212 |
Signature
| print name | Mark Winfield | capacity Direetor | |
|---|---|---|---|
| sign here | Date | 22t3t2015 | |
DIRECTIONS
- (1 ) lf there are a number of substantial holders with similar or related relevanl 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. lf 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 ofthe Corporations Act 2001
- (3) See the definition of "relevant interest" in sections 608 and 6718(7) of the Corporations Act 2001
- (4) The voting shares ofa company constitute one class unless divided into separate classes.
- (5) The total number of voles attached to all 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 toial votes in the body corporate or scheme multiplied by 100-
- (7) lnclude details of:
347&8296-9365, v. 2
- (a) any relevant agreement or other cirqrmstances because ofwhich the change in relevant inlerest occuned, lf subsection 6718(4) applies, a copy of any document setting out the terms of any relevant agreement, and a $tatement by the person giving full and accurate details of any contracl, sch€me or anangement, must accompany this form, together with a written statement certifying this contEct, scheme or anangement; and
- (b) any qualification of the power of a person to exercise, control the €xercise of, or influence the exercise of, the voting power$ or di8posal of the securities to which the relevant interest relates (indicatlng clearly the particular securities to which the quallficatlon applies),
See the definition of "relevant agreement" in section g of the Corporations Act 2001 ,
- (8) lf the substantial holder is unable to determine the identity of the person (eg. if the relevant inlerest arises because of an option) write "unknown"
- (e) Details of the consideration must include any and all beneflts, rnoney 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 lhe 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 lhe relevant inleresl was acquired.
Form 605
Corporations Act 2001 Section 6718
Notice of ceasing to be a substantial holder
| To Company Name/Scheme | PPK GROUP LtM TED ('PPK) | ||||
|---|---|---|---|---|---|
| ACNIARSN | 003 964 181 | ||||
| 1. Details of substantial holder (1) | |||||
| Name | AUSTRALIAN TNNOVATTON CENTRE pTY LTD (.AtC") | ||||
| ACNiARSN (if applicable) | 143 248 355 | ||||
| The holder ceased to be a substantial holder on Og I 04 t 2021 | |||||
| The previous notice was given to the company on 09 / 07 I 2021 |
The previous notice was dated 22 I g t 2019
2. Changes in relevant interests
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 lasl required to give a substantial holding notice to the company or scheme are as follows:
| Date ofchange | Person whose relevantinterest changed | Nature ofchange (4) | Considerationgiven in relation tochange (5) | Class (6) andnumber ofsecuritiesaffected | Person'svotesaffected |
|---|---|---|---|---|---|
| 09104t2021 | AUSTRALIAN INNOVATIONCENIRE PryLTD | Sale by AIC to1 1 separatebuyers. | $43,122,410 ($5.00per PPK Share) | 8,624,482 | 8,624,482 |
| 09t04t2021 | COMARCO PTY LTD | Sale by AIC to1 1 separatebuyers. | N/A | 8,624,482 | 8,624,482 |
| 09t04t2021 | MARK WINFIELD | Sale by AIC to'1 1 separatebuyers. | N/A | 8,624,482 | 8,624,482 |
3. Changes in assoclation
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 (if applicable) | Nature of association |
|---|---|
| N/A | N/A |
4. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| AUSTRALIAN INNOVATION CENTREPTY LTD | lOOB EDGECLIFF DRIVESANCTUARY COVE QLD 4212 |
| COMARCO Pry LTD | 1OO8 EDGECLIFF DRIVESANCTUARY COVE QLD 4212 |
| MARK WINFIELD | lOOB EDGECLIFF DRIVESANCTUARY COVE QLD 4212 |
Signature DIRECTIONS (1) If there are a number of substantial holders with similar.or related rerevant interests (eg. a corporation and its rerated corporations, or the manager and trustee of an equity trust)' the names could ue inctuoeJ in an "rn"rrr" to the form. lf the rerevant interests of a group of persons are essentially similar' they may be referred to ilrrougn;uiiile ioi, ;" a s.pecificalry named group it the membership of each group' with the names and addresies oi r"ro"r. is cr"arrvteillri;;p#;;ph 4 of the form. (2) See the definition of "relevant interest" in sections 608 and 6718(7)of the corporations Act 2001. (3) see the definition of "associate" in section g of the corporations Act 2001 . (4) Include details of: (a) any relevant agreement or other circumstances because of which the change in relevant interest occuned. lf subsection 6718(4) applies' a copy of any document settino out the terms .i;i ;;;;;;i agreement, and a statement by the person giving fu, and fr':ffi?,"i:r:::fJ#f:1.:ruH'li'"" o' "',an!"r."tlr'r.ir".rrpiny this ro,r, tog;thu;,;ith a written statemenr certinTing capacity Director print name MARK WINFIELD sign here date 9/ 07 I Z0Z1
(b) any qualification of the power of a person to exercise, contror the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which ir''"i"i"rrnt lnterertierri"s'ii"oi""iirg .r;"rrv ir," applies). i"ii",jrilt'"uriti"s to which the quarification
see the definition of "rerevant agreement" in section g of the corporations Act 2001 .
- (5) 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 mav' become entitled to '"l"iuJ'n relation to tn"irlqririt,"". Detairs ;Jsi ;; rn"rriui'"-r"n if the benefrr is condit,onar on the happening or not of a contingency. o"i"ll.-r.t o" i".rrJ"o ori"vi"enefit paio on behalf of the substantial holder or its associate in relation to the acquisiti6"t, ;r;;li;;"y are not paid oirectty iolie peison from *no, tn" ,"L*rant interest was acquired. (6) The voting shares of a company constitute one class unless divided into separate classes.
- (7) Give details' if appropriate' of the present association and any change in that association since the rast substantiar hording notice.