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REGIS RESOURCES LIMITED Major Shareholding Notification 2015
65733_rns_2015-09-22_fc641140-f834-4d32-8530-7d020b5ec669.pdf
Major Shareholding Notification
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Form 603 Corporations Act 2001 Section 671B
Notice of initial substantial holder
| To Company Name/Scheme | Regis Resources Limited |
|---|---|
| ACN/ARSN | 009 174 761 |
| 1. Details of substantial holder (1) Name |
Van Eck Associates Corporation (and its associates as referred to in paragraph 6). |
| ACN/ARSN (if applicable) | N/A |
| The holder became a substantial holder on | 18/09/2015 |
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 shares | 27,700,487 | 27.700.487 | 15.54% |
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 |
|---|---|---|
| Associates Corporation Eck IVan (VEAC) |
VEAC holds its relevant interest by having the power to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which 27,700,487 the relevant interest relates in the ordinary course of investment management lbusīness. |
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 |
|---|---|---|---|
| VEAC | Bank of New York Mellon as lcustodian for Market Vectors Trust - Uunior Gold Miners ETF |
Market Vectors Trust - Junior Gold Miners ETF (GDXJ) |
Ordinary shares 27.531.789 |
| VEAC | lBank of New York Mellon as custodian for Market Vectors Trust. Market Vectors Australian Emerging Resources ETF (MVE.AU) IResources ETF |
Market Vectors Trust Market Vectors Australian Emerging |
Ordinary shares 47,913 |
| VEAC | Bank of New York Mellon as custodian for Market Vectors Trust, Vectors Australian Resources Market Vectors Australian Resources ETF (MVR.AU) IETF |
lMarket Vectors Trust Market | Ordinary shares 18.031 |
| VEAC | Bank of New York Mellon as custodian for Market Vectors Trust- Uunior Gold Miners UCITS ETF |
Market Vectors Trust - Junior IGold Miners UCITS ETF (UCTGDXJ) |
Ordinary Shares 102,754 |
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 |
|
|---|---|---|---|---|
| VEAC | See Annexure A | Cash | Non-cash | |
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 |
|---|---|
| VEAC | Associate under section 12(2) of the Corporations Act. |
| Van Eck Securities Corporation | Associate under section 12(2) of the Corporations Act. |
| Van Eck Absolute Return Advisers, Inc. | Associate under section 12(2) of the Corporations Act. |
| Market Vectors Australia Pty Ltd | Associate under section 12(2) of the Corporations Act. |
| Market Vectors Investments Limited | Associate under section 12(2) of the Corporations Act. |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| VEAC | 335 Madison Avenue, New York, NY 10017 |
| Van Eck Securities Corporation | 335 Madison Avenue, New York, NY 10017 |
| Van Eck Absolute Return Advisers, Inc. | 335 Madison Avenue, New York, NY 10017 |
| Market Vectors Australia Pty Ltd | Gold Fields House, Level 3, 1 Alfred Street, Sydney NSW 2000 |
| Market Vectors Investments Limited | Gold Fields House, Level 3, 1 Alfred Street, Sydney NSW 2000 |
Signature
| Russell Brennan print name |
Capacity Assistant of VP | |
|---|---|---|
| sign here | date | 22/09/2015 |
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.
- 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. $(3)$
- $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
- 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 $(5)$ relevant interest in.
- The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$
- $(7)$ Include details of:
- any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document $(a)$ 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.
- $(8)$ 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."
- 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 $(9)$ the person from whom the relevant interest was acquired.
This guide does not form part of the prescribed form GUIDE and is included by ASIC to assist you in completing and lodging form 603.
| Signature | This form must be signed by either a director or a secretary of the substantial holder. | |||
|---|---|---|---|---|
| Lodging period | Nil | |||
| Lodging Fee | Nil | |||
| Other forms to be completed |
Nil | |||
| Additional information | (a) | If additional space is required to complete a question, the information may be included on a separate piece of paper annexed to the form. |
||
| (b) | This notice must be given to a listed company, or the responsible entity for a listed managed investment scheme. A copy of this notice must also be given to each relevant securities exchange. |
|||
| (c) | The person must give a copy of this notice: | |||
| (i) | within 2 business days after they become aware of the information; or | |||
| (ii) | by 9.30 am on the next trading day of the relevant securities exchange after they become aware of the information if: |
|||
| (A) | a takeover bid is made for voting shares in the company or voting interests in the scheme; and | |||
| (B) | the person becomes aware of the information during the bid period. | |||
| Annexures | To make any annexure conform to the regulations, you must | |||
| 1. | use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides | |||
| 2 | show the corporation name and ACN or ARBN | |||
| з 4 |
number the pages consecutively print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied |
|||
| 5 | identify the annexure with a mark such as A, B, C, etc. | |||
| 6 | endorse the annexure with the words: This is annexure (mark) of (number) pages referred to in form (form number and title) |
|||
| 7. | sign and date the annexure. | |||
| The annexure must be signed by the same person(s) who signed the form. |
Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.
| Holder of relevant | Date of | Consideration | Consideration Non- | |||
|---|---|---|---|---|---|---|
| interest | Acquisition/Disposal | B/S | Cash | cash | Number of Securities | |
| MVRAU | $5/22/2015$ S | \$ | 52 | $\overline{\varsigma}$ | 43 | |
| GDXJ | $5/27/2015$ S | $\overline{\boldsymbol{\varsigma}}$ | In-Kind | 103,895 | ||
| GDXJ | $5/28/2015$ S | $\overline{\boldsymbol{\varsigma}}$ | 336,345 | \$ ¥ |
285,625 | |
| MVEAU | $5/28/2015$ S | $\overline{\boldsymbol{\varsigma}}$ | 298 | \$ $\overline{\phantom{0}}$ |
253 | |
| UCTGDXJ | $5/28/2015$ S | \$ | 837 | \$ œ. |
710 | |
| MVEAU | 6/1/2015 B | \$ | 354 | \$ ă. |
304 | |
| MVRAU | $6/1/2015$ B | \$ | 173 | \$ $\tilde{\phantom{a}}$ |
148 | |
| GDXJ | $6/5/2015$ S | \$ | 258,965 | \$ $\overline{\phantom{a}}$ |
223,152 | |
| MVEAU | $6/5/2015$ B | $\overline{\varsigma}$ | 1,121 | \$ ÷ |
966 | |
| UCTGDXJ | $6/5/2015$ S | \$ | 1,119 | \$ ×. |
965 | |
| GDXJ | $6/9/2015$ B | \$ | In-Kind | 20,388 | ||
| GDXJ | $6/12/2015$ S | \$ | In-Kind | 122,334 | ||
| GDXJ | $6/15/2015$ S | \$ | In-Kind | 81,560 | ||
| GDXJ | $6/17/2015$ S | $\overline{\boldsymbol{\varsigma}}$ | In-Kind | 20,375 | ||
| MVRAU | $6/17/2015$ B | \$ | In-Kind | 4,915 | ||
| GDXJ | $6/18/2015$ S | \$ | In-Kind | 20,374 | ||
| GDXJ | $6/19/2015$ S | $\overline{\xi}$ | 2,595,123 | $\varsigma$ | 2,203,365 | |
| MVEAU | $6/19/2015$ B | $\overline{\boldsymbol{\zeta}}$ | 1,242 | \$ Ξ |
1,065 | |
| MVRAU | $6/19/2015$ S | \$ | 1,829 | $\overline{\varsigma}$ ÷. |
1,571 | |
| UCTGDXJ | $6/19/2015$ S | \$ | 9,784 | $\varsigma$ ÷ |
8,404 | |
| GDXJ | $6/22/2015$ B | \$ | 131,804 | \$ ÷, |
112,353 | |
| UCTGDXJ | $6/22/2015$ B | \$ | 466 | \$ ä, |
395 | |
| MVEAU | $6/25/2015$ B | \$ | 167 | $\overline{\xi}$ ÷, |
146 | |
| MVRAU | $6/25/2015$ B | \$ | 76 | $\overline{\xi}$ ä, |
67 | |
| MVEAU | $6/30/2015$ S | \$ | 421 | \$ ÷. |
390 | |
| MVRAU | $6/30/2015$ S | \$ | 152 | \$ E. |
141 | |
| GDXJ | 7/8/2015 S | \$ | In-Kind | 37,594 | ||
| GDXJ | 7/10/2015 S | \$ | In-Kind | 187,930 | ||
| GDXJ | $7/13/2015$ S | \$ | ۰ | In-Kind | 18,795 | |
| GDXJ | 7/14/2015B | \$ | ù, | In-Kind | 75,152 | |
| GDXJ | 7/17/2015 B | \$ | In-Kind | 56,367 | ||
| GDXJ | $7/20/2015$ S | \$ | In-Kind | 638,928 | ||
| GDXJ | 7/21/2015 S | \$ | In-Kind | 338,562 | ||
| MVEAU | 7/21/2015 S | \$ | 1,154 | \$ $\sim$ $\overline{\mathsf{S}}$ |
875 | |
| MVRAU GDXJ |
7/21/2015 S 7/22/2015 S |
$\overline{\xi}$ \$ |
200 | In-Kind | 152 | |
| GDXJ | 7/23/2015 S | \$ | In-Kind | 150,488 507,951 |
||
| GDXJ | 7/24/2015 S | \$ | In-Kind | |||
| GDXJ | 7/30/2015B | \$ | In-Kind | 18,818 | ||
| MVEAU | $8/5/2015$ S | \$ | 127 | \$ | 75,260 | |
| MVEAU | 8/7/2015 S | \$ | 626 | $\equiv$ $\overline{\varsigma}$ |
99 491 |
|
| MVRAU | $8/7/2015$ S | \$ | 97 | ÷ $\overline{\mathsf{S}}$ $\sim$ |
76 | |
| GDXJ | $8/12/2015$ B | $\overline{\xi}$ | In-Kind | 206,833 | ||
| GDXJ | $8/13/2015$ B | \$ | In-Kind | |||
| GDXJ | $8/17/2015$ B | \$ | In-Kind | 187,960 | ||
| GDXJ | 8/18/2015 B | \$ | 131,628 | |||
| MVEAU | $8/18/2015$ S | \$ | 121 | In-Kind \$ $\omega$ |
56,397 90 |
|
| GDXJ | $8/19/2015$ B | $\overline{\xi}$ | ||||
| GDXJ | $8/20/2015$ B | $\overline{\boldsymbol{\zeta}}$ | In-Kind In-Kind |
37,600 319,532 |
||
This is Annexure A of 2 pages referred to in Form 604 -Notice of change of interests of substantial holder (RRL AU)
| Holder of relevant | Date of | Consideration | Consideration Non- | |||
|---|---|---|---|---|---|---|
| interest | Acquisition/Disposal | B/S | Cash | cash | Number of Securities | |
| GDXJ | $8/21/2015$ B | \$ | In-Kind | 18,790 | ||
| MVRAU | 8/24/2015 B | \$ | 100 | \$ $\blacksquare$ |
66 | |
| MVRAU | 8/26/2015 B | \$ | 70 | \$ $\frac{1}{2}$ |
48 | |
| GDXJ | 8/27/2015 S | $\overline{\xi}$ | In-Kind | 37,590 | ||
| MVEAU | 8/28/2015 S | $\overline{\mathsf{S}}$ | 105 | \$ $\overline{\phantom{a}}$ |
75 | |
| GDXJ | $8/31/2015$ B | \$ | In-Kind | 187,460 | ||
| MVEAU | $9/1/2015$ B | \$ | 178 | \$ ٠ |
120 | |
| MVRAU | $9/1/2015$ B | \$ | 93 | \$ $\blacksquare$ |
63 | |
| MVEAU | $9/7/2015$ B | \$ | 126 | \$ $\tilde{\phantom{a}}$ |
84 | |
| MVRAU | 9/8/2015 B | \$ | 86 | \$ ۰ |
56 | |
| GDXJ | 9/9/2015 B | \$ | In-Kind | 56,337 | ||
| MVEAU | $9/10/2015$ B | \$ | 488 | \$ | 335 | |
| GDXJ | $9/11/2015$ B | \$ | In-Kind | 93,980 | ||
| GDXJ | $9/14/2015$ B | $\overline{\varsigma}$ | In-Kind | 56,373 | ||
| GDXJ | $9/16/2015$ B | $\overline{\mathsf{S}}$ | In-Kind | 37,572 | ||
| GDXJ | 9/17/2015 B | \$ | In-Kind | 694,971 | ||
| GDXJ | $9/18/2015$ B | \$ | 5,137,990 | \$ $\ddot{\phantom{a}}$ |
3,201,240 | |
| GDXJ | $9/18/2015$ B | \$ | In-Kind | 206,558 | ||
| MVEAU | 9/18/2015 B | \$ | 24,309 | \$ $\mathcal{L}$ |
15,134 | |
| MVRAU | $9/18/2015$ B | \$ | 8,089 | \$ $\overline{\phantom{a}}$ |
5,036 | |
| UCTGDXJ | $9/18/2015$ B | \$ | 19,058 | \$ $\omega$ |
11,866 | |
This is Annexure A of 2 pages referred to in Form 604 -Notice of change of interests of substantial holder (RRL AU)
In-Kind transactions result from the ETF receiving a basket of securities in exchange for securities in the ETF.
In-Kind transactions refers to how market makers of exchange traded funds (ETF) can reconcile the differences between net asset value (NAV) and market values when shares of the ETFs are bought and sold. The market maker can arbitrage the ETF shares with the shares that make up the underlying portfolio, by creating or redeeming lots of the ETF shares. This structure causes ETFs to be treated as "in kind" transactions where investors only pay capital gains like with stocks, as opposed to other fees associated with mutual funds.
