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SCHOOLBLAZER LIMITED — Major Shareholding Notification 2007
Feb 4, 2007
65751_rns_2007-02-04_8d727c27-15b6-492c-8365-1f3b8bc10fc2.pdf
Major Shareholding Notification
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Level 5, 34 Hunter Street | Phone: +612 9221 7155 Sydney NSW 2000 Fax: +612 9233 2713 GPO Box 4406 Sydney NSW 2001
| Email: [email protected] | $|$ Web: www.hgl.com.au $|$
5 February 2007
Mr Nick Geddes The Secretary Calliden Group Limited Level 3, Building B 207 Pacific Highway St Leonards NSW 2065
By Facsimile
Dear Mr Geddes
On 1 February 2007 MMC Contrarian Limited acquired 100% of MMC Asset Management Limited. As a consequence on this date HGL Limited ceased to be a shareholder in MMC Asset Management Limited.
Accordingly, we enclose Form 604 Notice of Change of Interest of a Substantial Holder which reflects the above, plus all share purchases since our previous announcement on 22 March 2004.
Yours faithfully HGL Limited
Peter Caldelis Secretary
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
| To Company Name/Scheme | Calliden Group Limited | ||||
|---|---|---|---|---|---|
| ACN/ARSN | 061 215 601 | ||||
| 1. Details of substantial holder (1) | |||||
| Name | HGL Ltd (ACN 009 657 961) and each body corporate it controls listed in Annexure A-1. | ||||
| ACN/ARSN (if applicable) | Wheelmar Distributors Pty Ltd (ACN 000 477 387)2. | ||||
| Sery Pty Ltd (ACN 008 392 989)-3. | |||||
| F M Wolf Pty Ltd (ACN 068 838 880) (as trustee of a superannuation fund)-4. | |||||
| Julian David Constable-5. | |||||
| There was a change in the interests of thesubstantial holder on | 01/02/2007 | ||||
| The previous notice was given to the company on $22/03/2004$ | |||||
| The previous notice was dated | 22/03/2004 |
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 | Present notice | ||
|---|---|---|---|---|
| Voting power $(5)$Person's votes | Person's votes | Voting power $(5)$ | ||
| Ordinary fully paid shares | 15,622,966 | 7.77% | 16,598,523 | 8.26% |
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 ofchange | Person whoserelevant interestchanged | Nature of change $(6)$ | Considerationgiven in relationto change $(7)$ | Class andnumber ofsecuritiesaffected(ordinary fully)paid shares ineach case) | Person'svotesaffected |
|---|---|---|---|---|---|
| Refer Annexure B | |||||
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder ofrelevantinterest | Registered holderof securities | Person entitled tobe registered asholder $(8)$ | Nature of relevantinterest $(6)$ | Class andnumber ofsecurities | Person's votes | |
|---|---|---|---|---|---|---|
| Refer Annexure C |
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 |
|---|---|
| HGL Ltd | Level 5, 34 Hunter St, Sydney NSW 2000 |
| Wheelmar Distributors Pty Ltd | 432 Elizabeth St, Surry Hills NSW 2010 |
| Sery Pty Ltd | 432 Elizabeth St, Surry Hills NSW 2010 |
| FM Wolf Pty Ltd | 13 The Battlement, Castlecrag NSW 2068 |
| Uulian Constable | 15 Eastgate Ave, Killara NSW 2071 |
Signature
Peter Caldelis print name
capacity Secretary - HGL Limited
sign here
date 05/02/2007
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.
- 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.
- $(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
- $(6)$ Include details of:
- any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a $\left( a\right)$ 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 $(b)$ 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.
- 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 identity of the person (eg. if the relevant interest arises because of an option) write "unknown". $(8)$
- $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
ANNEXURE A
| Entity | ACN | Address |
|---|---|---|
| HGL Group Superanmuation Fund Pty Ltd | 003 185 993 | Level 5, 34 Hunter St, Sydney NSW 2000 |
| Kinsole Pty Ltd | 003 516 452 | as above |
| Garnet Producers Pty Ltd | 008 471 832 | as above |
| Garnet Millers Australia Pty Ltd | 008 908 227 | as above |
| Hancock & Gore Superannuation Fund Pty Ltd | 008 367 771 | as above |
| Martin Wells Holdings Pty Ltd | 008 435 167 | as above |
| Martin Wells Pty Ltd | 000 116 905 | as above |
| Solander Holdings Pty Ltd | 002 786 281 | as above |
| Anitech Pty Ltd | 000 118 212 | as above |
| Aarque Reprographics Systems Pty Ltd | 000 100 265 | as above |
| RKM Pty Ltd | 077 401 275 | as above |
| Optical Investment Fund of Australia Pty Ltd | 075 483 662 | as above |
| TJB Finance Pty Ltd | 085 663 921 | as above |
| Eycon Imaging Pty Ltd | 072 023 208 | as above |
| BOC Ophthalmic Instruments Pty Ltd | 065 092 248 | as above |
| Leutenegger Pty Ltd | 056 512 031 | as above |
| Craigie Securities Pty Ltd | 009 950 181 | as above |
| Mounteastle Holdings Pty Ltd | 009 950 190 | as above |
| Mountcastle Pty Ltd | 009 661 643 | as above |
| J. Leutenegger Pty Ltd | 056 414 647 | as above |
| Radda Pty Ltd | 094 263 555 | as above |
| HGL Company Six Pty Ltd | 079 744 166 | as above |
| HGL Group Pty Ltd | 079 732 068 | as above |
| Hancock & Gore Pty Ltd | 091 712 104 | as above |
| HGL Company Two Pty Ltd | 091 712 159 | as above |
| Createc Pty Ltd | 094 263 537 | as above |
| HGL Company Four Pty Ltd | 094 263 546 | as above |
| AMCLA Pty Ltd | 103 939 420 | as above |
| HGL Company Eight Pty Ltd | 103 939 439 | as above |
| HGL Company Nine Pty Ltd | 103 939 466 | as above |
| HGL Company Ten Pty Ltd | 103 939 457 | as above |
| HGL Company Eleven Pty Ltd | 109 447 298 | as above |
| HGL Company Twelve Pty Ltd | 109 447 421 | as above |
| HGL Company Thirteen Pty Ltd | 109 447 369 | as above |
| HGL Company Fourteen Pty Ltd | 109 447 350 | as above |
ANNEXURE A - continued
| Entity | ACN | Address |
|---|---|---|
| HGL Company Fifteen Pty Ltd | 109 447 332 | Level 5, 34 Hunter St, Sydney NSW 2000 |
| HGL Company Sixteen Pty Ltd | 109 447 261 | Level 5, 34 Hunter St, Sydney NSW 2000 |
| Neltaro Pty Ltd | 002 994 149 | Level 5, 34 Hunter St, Sydney NSW 2000 |
| BLC Cosmetics Pty Ltd | 001 213 529 | Level 5, 34 Hunter St, Sydney NSW 2000 |
| Minimbah Enterprises Pty Ltd | 004 009 474 | Level 5, 34 Hunter St, Sydney NSW 2000 |
| Hamlon Pty Ltd | 002 489 214 | Level 5, 34 Hunter St, Sydney NSW 2000 |
| Trutex Pty Ltd | 109 402 762 | Level 5, 34 Hunter St, Sydney NSW 2000 |
| Baker & McAuliffe Holdings Pty Limited | 059 756 811 | Level 5, 34 Hunter St, Sydney NSW 2000 |
| The Point-of-Sale Centre New Zealand Ltd | N/A | 483 Rosebank Road, Avondale, Auckland NewZealand |
| Aarque Graphics New Zealand Ltd | N/A | 8 Te Pai Place, Henderson, Auckland, NewZealand |
| Ace Graphic Systems Ltd | N/A | as above |
| Aarcato Properties Ltd | N/A | as above |
| Digital Management Ltd | N/A | 800 Victoria Street, Hamilton, New Zealand |
| Digital Filing Solutions 2000 Ltd | N/A | as above |
| Laser Colour Copy Centres Ltd | N/A | as above |
This is Annexure A of 2 pages referred to in Form 604 - Notice of change of interests of substantial holder signed and dated 5 February 2007.
Peter CaldelisSecretary HGL Limited
ANNEXURE B
| Date ofchange | Person whoserelevantinterestchanged | Nature ofchange (6) | Considerationgiven inrelation tochange (7) | Class andnumber ofsecuritiesaffected(ordinary fullypaid shares ineach case) | Person'svotes affected |
|---|---|---|---|---|---|
| 30/9/05 | HGL CompanySix Pty Limited | On market buy | 45,868.84 | 125,668 | 125,668 |
| 5/10/05 | HGL CompanySix Pty Limited | On market buy | 85,246.16 | 224,332 | 224,332 |
| 8/12/05 | HGL Group PtyLimited | On market buy | 30,153.6 | 94,230 | 94,230 |
| 12/12/05 | HGL Group PtvLimited | On market buy | 4,950.00 | 15,000 | 15,000 |
| 13/12/05 | HGL Group PtyLimited | On market buy | 6,600.00 | 20,000 | 20,000 |
| 14/12/05 | HGL Group PtyLimited | On market buy | 34,450.35 | 104,395 | 104,395 |
| 16/12/05 | HGL Group PtyLimited | On market buy | 944.52 | 2,778 | 2,778 |
| 20/12/05 | HGL Group PtyLimited | On market buy | 66,789.80 | 192,470 | 192,470 |
| 22/12/05 | HGL Group PtyLimited | On market buy | 11,628.34 | 34,201 | 34,201 |
| 6/9/06 | HGL Group PtyLimited | On market buy | 160,000.00 | 400,000 | 400,000 |
| 7/9/06 | HGL Group PtyLimited | On market buy | 113,666.80 | 284,167 | 284,167 |
| 8/9/06 | HGL Group PtyLimited | On market buy | 6,333.20 | 15,833 | 15,833 |
| 24/10/06 | HGL Group PtyLimited | On market buy | 58,851.09 | 136,863 | 136,863 |
This is Annexure B of 1 page referred to in Form 604 - Notice of change of interests of substantial holder signed and dated 5February 2007.
Peter Caldelis Secretary HGL Limited
ANNEXURE C
| Holder ofrelevantinterest | Registeredholder ofsecurities | Personentitled to beregistered asholder (8) | Nature ofrelevantinterest (6) | Class andnumber ofsecuritiesaffected(ordinary fullypaid shares ineach case) | Person'svotes |
|---|---|---|---|---|---|
| HGL Limitedand bodiescorporate inAnnexure A | HGL CompanySix Pty Limited | HGL CompanySix Pty Limited | HGL controlsHGL CompanySix Pty Limitedwhich is theholder | 13,850,000 | 13,850,000 |
| HGL Limitedand bodiescorporate inAnnexure A | HGL Group PtyLimited | HGL Group PtyLimited | HGL controlsHGL Group PtyLimited whichis the holder | 1,299,937 | 1,299,937 |
| WheelmarDistributors PtyLimited | WheelmarDistributors PtyLimited | WheelmarDistributors PtyLimited | holder | 750,000 | 750,000 |
| Sery PtyLimited | Sery PtyLimited | Sery PtyLimited | holder | 500,000 | 500,000 |
| FM Wolf PtyLimited | FM Wolf PtyLimited | FM Wolf PtyLimited | holder | 100,000 | 100,000 |
| JulianConstable | JulianConstable | JulianConstable | holder | 98,586 | 98,586 |
This is Annexure C of 1 page referred to in Form 604 - Notice of change of interests of substantial holder signed and dated 5 February 2007.
Peter CaldelisSecretaryHGL Limited