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SANDFIRE RESOURCES LIMITED — Major Shareholding Notification 2018
Jul 23, 2018
65773_rns_2018-07-23_ac543bed-c9e0-4cbc-831f-725b6db901a1.pdf
Major Shareholding Notification
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604 page 1/2 15 July 2001
Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
To Company Name/Scheme
White Rock Minerals Ltd
ACN/ARSN
142 809 970
1. Details of substantial holder (1)
Name Sandfire Resources NL ( Sandfire ) and the entities listed in Annexure ‘A’ ( Sandfire Group ) ACN/ARSN (if applicable) 105 154 185
There was a change in the interests of the substantial holder on 19/7/2018 The previous notice was given to the company on 13/7/2018 The previous notice was dated 13/7/2018
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 required, to give a substantial holding notice to the company or scheme, are as follows:
| Class of securities (4) | Previous notice | Previous notice | Present notice | |
|---|---|---|---|---|
| Person’s votes | Voting power (5) | Person’s votes | Voting power (5) |
|
| Ordinaryshares | 208,333,334 |
14.22% | 208,333,334 | 12.73% |
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 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 |
Nature of change (6) |
Consideration given in relation to change (7) |
Class and number of securities affected |
Person’s votes affected |
|---|---|---|---|---|---|
| 19/7/2018 | Sandfire | Dilution due to issue of shares under rights issue shortfall |
N/A |
N/A | N/A |
| 19/7/2018 | Sandfire Group (see Annexure ‘A’) |
Dilution due to issue of shares under rights issue shortfall |
N/A |
N/A | N/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 |
|---|---|---|---|---|---|
| Sandfire | Sandfire | Sandfire | Relevant interest under s608(1) of Corporations Act |
208,333,334 Ordinary shares |
208,333,334 |
604 page 2/2 15 July 2001
| Sandfire Group (see Annexure ‘A’) |
Sandfire |
Sandfire | Each entity is an associate of Sandfire and accordingly has a relevant interest under s608(3) of the Act. (As none of these entities are entitled to be registered as holder of the shares, each entity’s ability to vote and dispose of the shares is qualified accordingly). |
208,333,334 Ordinary shares |
208,333,334 | ||
|---|---|---|---|---|---|---|---|
| 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/ARSN (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 Level 2, 10 Kings Park Road, West Perth WA 6005 Sandfire Group See Annexure ‘A’ Signature print name Matthew Fitzgerald capacity Company Secretary sign here date 24/7/2018 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 6 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 person’s votes divided by the total votes in the body corporate or scheme multiplied by 100. (6) Include details of: (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. 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. |
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| (7) 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 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 on 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. (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) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. |
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(7) 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 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 on 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.
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(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’”.
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(9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
page | 1 of 1
SANDFIRE RESOURCES NL ACN 105 154 185
ANNEXURE ‘A’
This is Annexure ‘A’ of 1 page referred to in Form 604 (Notice of change of interests of substantial holder), signed by me and dated 24 July 2018.
==> picture [107 x 49] intentionally omitted <==
Matthew Fitzgerald Company Secretary
Sandfire Group
| Name | Address | ACN |
|---|---|---|
| Sandfire Resources America Inc | 10thFloor, 595 Howe Street, Vancouver, BC, Canada | N/A |
| V6C2T5 | ||
| Sandfire BC Holdings (Australia) Pty | Level 2, 10 Kings Park Road, West Perth WA 6005 | 601 379 846 |
| Ltd | ||
| Sandfire BC Holdings Inc | 666 Burrard Street, Suite 1700 Park Place, Vancouver BC | N/A |
| V6C 2X8 Canada | ||
| SFR Copper & Gold Peru S.A. | Calle Los Angeles No. 325, Miraflores – Lima 18 - Peru | N/A |