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RAIDEN RESOURCES LIMITED — Major Shareholding Notification 2013
Nov 11, 2013
65675_rns_2013-11-11_7d80f17c-f581-4117-b51c-2e21b6e0a4c3.pdf
Major Shareholding Notification
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| 604 | page 1/2 | 15 July 2001 | |||||
|---|---|---|---|---|---|---|---|
| Form 604 | |||||||
| Corporations Act 2001Section 671B | |||||||
| Notice of change of interests of substantial holder | |||||||
| To Company Name/Scheme | SubZero Group Limited (Company) | ||||||
| ACN/ARSN | 009 161 522 | ||||||
| 1. Details of substantial holder(1) | |||||||
| Name | Scott Michael Farrell and his associates listed in annexure A (collectively SF Group) | ||||||
| ACN/ARSN (if applicable) | N/A | ||||||
| There was a change in the interests of thesubstantial holder on | 11/11/2013 | ||||||
| The previous notice was given to the companyon | 15/04/2013 | ||||||
| The previous notice was dated | 14/04/2013 | ||||||
| 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 r
| Class of securities (4) | Previous notice | Present notice | |||
|---|---|---|---|---|---|
| Person's votes | Voting power (5) | Person's votes | Voting power (5) | ||
| Fully paid ordinary shares(FPO Shares) | 54,751,200 | 33.12% | 54,751,200 | 28.80% |
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 companyor scheme, since the substantial holder was last required to give
| Date ofchange | Person whoserelevant interestchanged | Nature of change (6) | Considerationgiven inrelationtochange(7) | Class andnumber ofsecuritiesaffected | Person's votesaffected |
|---|---|---|---|---|---|
| 30/06/2013 | MichaelScott | followingDilutionplacementΩŤ600,000 FPO Shares | 54,751,200 FPO | ||
| 11/11/2013 | Farrell | on 30/06/13 and ofFPO.24,195,000Shareson11/11/2013 | N/A | Shares | 54,751,200 |
| 30/06/2013 | SF Auto AustraliaPty Ltd (as trustee SFthefor | Dilutionfollowingofplacement600,000 FPO Shareson 30/06/13 and of | N/A | 1,875 FPO | 1.875 |
|---|---|---|---|---|---|
| 11/11/2013 | Investment Trust)(SFIT Trustee) | FPO.24,195,000Shareson.11/11/2013 | Shares | ||
| 30/06/2013 | Subzero Services | followingDilutionplacementοf600,000 FPO Shareson 30/06/13 and of | N/A | 48,897,045 FPO | 48,897,045 |
| 11/11/2013 | Pty Limited (SS) | FPO.24,195,000Shareson11/11/2013 | Shares | ||
| 30/06/2013 | ValueAddPropertyInvestmentsP tvLtd (as trustee for | followingDilutionofplacement600,000 FPO Shareson 30/06/13 and of | N/A | 5,852,280 FPO | 5,852,280 |
| 11/11/2013 | FarrelltheInvestment Trust)(FIT Trustee) | FPO.24.195.000Shareson.11/11/2013 | Shares | ||
| 30/06/2013 | SF Group (otherthan Scott MichaelFarrell, SFIT | Dilution followingplacement of600,000 FPO Shares | N/A | 54,751,200 FPOShares | 54,751,200 |
| 11/11/2013 | Trustee, SS andFIT Trustee) | on 30/06/13 and of24,195,000 FPOShares on11/11/2013 |
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder ofrelevantinterest | Registeredholder ofsecurities | Person entitled tobe registered asholder (8) | Nature of relevant interest(6) | Class andnumber ofsecurities | Person'svotes |
|---|---|---|---|---|---|
| ScottMichaelFarrell | As below | As below | Relevant interest undersections $608(1)$ (b) and $(3)$of the Corporations Act2001 (Act) arising from (i)power to control theexercise of the votingrights attached to, and thedisposal of, the securitiesand (ii) control over thebeneficial owners of thesecurities. | 54,751,200 FPOShares | 54,751,200 |
| SFITTrustee | SFIT Trustee | SFIT Trustee | Relevant interest undersection $608(1)$ (a) of theAct as registered holder ofthe securities. | 1,875 FPOShares | 1,875 |
| SS | SS | SS | Relevant interest undersection $608(1)$ (a) of theAct as registered holder ofthe securities. | 48,897,045 FPOShares | 48,897,045 |
| FIT Trustee | FIT Trustee | FIT Trustee | Relevant interest undersection $608(1)$ (a) of theAct as registered holder ofthe securities. | 5,852,280 FPOShares | 5,852,280 |
| SF Group(other thanScottMichaelFarrell, SFITTrustee, SSand FITTrustee) | N/A | N/A | N/A | N/A | N/A |
- Changes in associationThe persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantialholder in relation to voting interests in the c
Name and ACN/ARSN (if applicable) Nature of association
| ------_____ | ______________________________________ |
|---|---|
| N/A | N/A |
| ____ | ___________________ |
$\overline{\phantom{a}}$
- AddressesThe addresses of persons named in this form are as follows:
ı
| Name | Address | |
|---|---|---|
| Scott Michael Farrell | 10 Carramere Drive, Muswellbrook NSW 2333 | |
| SFIT Trustee | PO Box 5, Muswellbrook NSW 2333 | |
| SS | PO Box 5, Muswellbrook NSW 2333 | |
| FIT Trustee | PO Box 5. Muswellbrook NSW 2333 | |
| SF Group | PO Box 5, Muswellbrook NSW 2333 |
$\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{\bar{$
| Signature | print name | Scott Michael Farrell | capacity Director | |
|---|---|---|---|---|
| sign here | .date $2^{11/2013}$ | |||
| Service | ||||
| DIRECTIONS |
- If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager $(1)$ 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.
- See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
- See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
- The voting shares of a company constitute one class unless divided into separate classes. $(4)$
- The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
- Include details of: $(6)$
- any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a $(a)$ 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
- 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, money and other, that any person from whom a relevant interest was acquired has, or $(7)$ 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.
- If the substantial holder is unable to determine the identify of the person (eg. if the relevant interest arises because of an option) write "unknown". $(8)$
- Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$
Annexure "A"
This is annexure "A" of one (1) page referred to in ASIC Form 604 "Notice of change of interests of substantial holder" dated $72$ November 2013
Scott Michael Farrell
| Entity | ACN |
|---|---|
| SF Auto Australia Pty Ltd | 111 133 156 |
| Subzero Services Pty Limited | 086 937 984 |
| Value Add Property Investments Pty Ltd | 110 853 300 |
| Carramere Investments Pty Limited | 104 149 680 |
| Scott Farrell Group Pty Ltd | 112 661 659 |
| TMD Investments Pty Ltd | 159 789 036 |
| Yung Investments Pty Ltd | 121 274 253 |
| Subzero Management Services Pty Limited | 102 637 454 |
| APS Newcastle Pty Ltd | 112 624 487 |
| Glen Munro Investments Pty Ltd | 152 159 129 |
| Farrell Logistics Pty Ltd | 147 530 818. |