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SANDFIRE RESOURCES LIMITED — Major Shareholding Notification 2008
Jun 18, 2008
65773_rns_2008-06-18_c9527ba2-7f33-4746-a088-e386463e94ca.pdf
Major Shareholding Notification
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BAKER & MCKENZIE
Facsimile Transmission
Baker & McKenzie
Level 27 AMP Centre 50 Bridge Street Sydney, NSW 2000, Australia ABN 32 266 778 912
Postal Address: P.O. Box R126 Royal Exchange NSW 1223,
Fax: +61 2 9225 1595
Date 19 June 2008 Australia Fax Tel: +61 2 9225 0200 To Company Announcements Office 1900 999 279 DX: 218 SYDNEY The Australian Stock Exchange www.bakernet.com From Bill Fuggle $Ref#$ 542295-v1\BF1\TP9 5 Pages (w/cover)
ASIC From 604 - Notice of change of interest of substantial holder
Re
Please find attached ASIC Form 604 (Notice of change of interest of substantial holder) in respect of Evolution Master Fund Ltd. SPC, Segregated Portfolio M and Evolution Capital Management LLC's holding of SANDFIRE RESOURCES NL (SFR).
Yours faithfully. Mart
Bill Fuggle Partner +61 2 8922 5100 [email protected]
Privacy and Confidentiality Notice
The Information contained in this facsimile is intended for the named recipionts only. It may contain privileged and confidential information and if you are not an intended recipient, you must not copy, distribute or take any action in reliance on it. If you have received this facsimile in orror, please notify us immediately by collect telephone call to +61 2 9225 0200 and return the original to the sender by mail. We will reimburse you for the postage.
Baker & McKenzie, an Australian Partnership Is a member of Baker & McKenzie International, a Swiss Verein
Form $604$
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
| To: Company Name/Scheme | SANDFIRE RESOURCES NL (SFR) | |||
|---|---|---|---|---|
| ACN/ARSN | ACN 105 154 185 | |||
| 1. Details of substantial holder (1) |
||||
| Name | Evolution Master Fund Ltd, SPC, Segregated Portfolio M and Evolution Capital Management LLC | |||
| ACN (if applicable) | Not applicable | |||
| There was a change in the interests of the substantial holder on: |
01/05/2008 | |||
| The previous notice was given to the company ۵n |
19/06/2008 | |||
| The previous notice was dated | 19/06/2008 |
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 or scheme, are as follows:
| Class of Securities (4) --- |
Provious notice | Present notice | ||
|---|---|---|---|---|
| Person's votes Voting power (5) ------------ ------------ |
Person's votes | Voting power (5) | ||
| Ordinarv | 4 833 332 | 7.7833% | 4.374.332 | 6.6228% |
3, Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest or the substantial holder or an associate 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:
| Date of change | Person whose relevant interest changed |
Naturc of change(6) |
Consideration given in relation to change |
Class and number of securities affected |
Person's votes affected |
|---|---|---|---|---|---|
| Please refer to Annexure A. |
Evolution Master Fund Ltd. SPC. Segregated Portfolio M and Evolution Capital Management uс |
N/A | Please refer to Annexure A |
Please refer to Annexure A |
Please refer to Annexure A |
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder (8) |
Nature of relevant interest(6) |
Class and number of securities |
Person's votes |
|---|---|---|---|---|---|
| Evolution Master Fund Ltd, SPC, Segregated Portfolio M |
Citicorp Nomineos Ptv Ltd |
Evolution Master Fund Ltd. SPC. Segregated Partfolio M |
Citicorp Nominees Pty I.td holds the securities on behalf of Evolution Master Fund Ltd. SPC. |
Ordinary 4,374,332 |
4.374.332 |
| Segrenated Portfolio M under a custodial arrangement |
|||||
|---|---|---|---|---|---|
| Evolution Capital Management LLC |
Citicorp Nominces Pty Ltd |
Evolution Master Fund Ltd. SPC, Segregated Portfolio M |
Investment Manager with power to dispose of shares held by Evolution Master Fund Ltd. SPC. Segregated Portfolio M |
Ordinary 4,374,332 |
4,374,332 |
5. Changes in association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
| Name and ACN (if applicable) | Nature of association | ||
|---|---|---|---|
| N/A | N/A | ||
6. Addresses
The addresses of persons named in this form are as follows:
| Name | Address | ||
|---|---|---|---|
| SANDFIRE RESOURCES NL (SFR) | I Veninor Ave, WEST PERTH, WA, AUSTRALIA, 6005 | ||
| Evolution Master Fund Ltd. SPC. Segregated Portfolio M |
Walker House, 87 Mary Street, George Town KY1-9002, Grand Cayman, Cayman Islands |
||
| Evolution Capital Management LLC | 2425 Olympic Boulevard, Sulte 120E, Stata Monica, CA 90404 |
| Fralvi im | Capital Management | |||
|---|---|---|---|---|
| Signature | $\sigma$ riggle | $\leq$ Pr The Director Evolution Master Find Ltd. S. |
carted | |
| print name | eapacity 2008 |
ror-ffolio M | ||
| sign here | dato |
Directions
- If there are a number of substantial shareholders 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 a Ī. with the names and addresses of members, is clearly set out in paragraph 6 of the form. - $\overline{2}$ See the definition of "associate" in section 9 of the Corporations Act 2001.
-
- See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
-
- The voting shares of a company constitute one class unless divided into separate classes.
- s. The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
-
- Include details of:
- any relevant agreement or other circumstances by which the change in relevant interest occurred. If subsection 67(B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the $(a)$ 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 securities to which the relevant interest relates (indicating clearly the $\omega$
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 relovant interest was acquired $\overline{7}$ has, or may, become entitled to receive in rolation to that acquisition. Details must be included oven 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
happening or not of a contingency. Details must be included of any benefit paid on beh -
- 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".
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 1 page referred to in Form 604 – Notice of change of interests of substantial holder.
Company: SANDFIRE RESOURCES NL (SFR), ACN: 105 154 185
Substantial holder: Evolution Master Fund Ltd. SPC, Segregated Portfolio M ACN (Not applicable) and
Evolution Capital Management LLC ACN (Not applicable)
Clause 3: Changes in relevant interests.
| Trade Date | Settlement | Consideration given in | Class and | Person's votes affected |
|---|---|---|---|---|
| Date | relation to change | number of | ||
| securities | ||||
| affected | ||||
| 01/11/2007 | 07/11/2007 | \$8,156.00 | Ordinary | 20,000 |
| 20,000 | ||||
| 20/02/2008 | 25/02/2008 | \$3,690.70 | Ordinary | 17,000 |
| 17,000 | ||||
| 21/02/2008 | 26/02/2008 | \$3,175.50 | Ordinary | 15,000 |
| 15,000 | ||||
| 22/02/2008 | 27/02/2008 | \$2,700.00 | Ordinary | 10,000 |
| 10,000 | ||||
| 26/02/2008 | 29/02/2008 | \$16,500.00 | Ordinary | 55,000 |
| 55,000 | ||||
| 28/02/2008 | 04/03/2008 | \$1,450.00 | Ordinary | 5,000 |
| 5,000 | ||||
| 03/03/2008 | 06/03/2008 | \$3,835.00 | Ordinary | 13,000 |
| 04/03/2008 | 07/03/2008 | \$2,850.00 | 13,000 Ordinary |
10,000 |
| 10,000 | ||||
| 10/03/2008 | 13/03/2008 | \$4,750.50 | Ordinary | 15,000 |
| 15,000 | ||||
| 11/03/2008 | 14/03/2008 | \$3,400.00 | Ordinary | 10,000 |
| 10,000 | ||||
| 25/03/2008 | 28/03/2008 | \$6,440.00 | Ordinary | 23,000 |
| 23,000 | ||||
| 27/03/2008 | 01/04/2008 | \$5,600.00 | Ordinary | 20,000 |
| 20,000 | ||||
| 31/03/2008 | 03/04/2008 | \$3,000.00 | Ordinary | 10,000 |
| 10,000 | ||||
| 07/04/2008 | 10/04/2008 | \$8,320.00 | Ordinary | 26,000 |
| 26,000 | ||||
| 08/04/2008 | 11/04/2008 | \$9,600.00 | Ordinary | 30,000 |
| 30,000 | ||||
| 09/04/2008 | 14/04/2008 | \$21,602.00 | Ordinary | 70,000 |
| 28/04/2008 | 01/05/2008 | \$64,875.00 | 70,000 Ordinary |
150,000 |
| 150,000 |