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SCHOOLBLAZER LIMITED — Major Shareholding Notification 2016
Dec 12, 2016
65751_rns_2016-12-12_178214b3-76c4-4a7c-8a5b-704f17431ac1.pdf
Major Shareholding Notification
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| Form 604Corporations Act 2001Section 671B | PALTE | |||
|---|---|---|---|---|
| Notice of change of interests of substantial holder | ||||
| To Company Name/Scheme | $HGFL$ $L$ ; mited $CASx$ ; $HWG$ ) | |||
| ACN/ ARSN | 009 657 961 | |||
| 1. Details of substantial holder(1) | ||||
| NameACN/ARSN (if applicable) | SEEANNEXURE A | |||
| There was a change in the interests of thesubstantial holder onThe previous notice was given to the company onThe previous notice was dated | 12/16820,51620/5/16 |
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) $\left| \right|$
| ORD SHARES | 10, 932, 484 | 19.92 | 11,753,616 | 21.17 |
|---|---|---|---|---|
| Person's votes | Voting power (5) | Person's votes | Voting power (5) | |
| Class of securities (4) | Previous notice | Present notice |
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
| SEE | ANNEXURE B | ||||
|---|---|---|---|---|---|
| Date ofchange | Person whoserelevant interestchanged | Nature ofchange (6) | Considerationgiven in relationto change $(7)$ | Class andnumber ofsecuritiesaffected | Person's votesaffected |
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: $\leq \epsilon \qquad \qquad \sim \text{WIN} \epsilon \text{VDE}$
| Holder ofrelevant | Registeredholder of | Person entitledto be registered | Nature ofrelevant | Class andnumber of | Person's votes |
|---|---|---|---|---|---|
| interest | securities | as holder (8) | interest (6) | securities | |
page 2/2 15 July 2001 604
$94052$
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:
| SEE ANNEAURE | ||
|---|---|---|
| Name and ACN/ARSN (if applicable) | Nature of association | |
6. Addresses
The addresses of persons named in this form are as follows:
| SEE | ANNEXURE E | |
|---|---|---|
| Address | ||
Signature
print name Mitch Taylor capacity Portfolio Manager ~ SIAL sign here
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. $(2)$
- $(3)$ 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:
- any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any $(a)$ 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.
- $(7)$ 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, becom'e 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.
PALTE 3
FORM 604. ANNEXURES
ANNEXURE A
- Dr Ida Constable
- IJV Investments Pty Ltd ACN: 162 906 296 (IJV)
- Kitwood Pty Ltd ACN: 010 205 099 (Kitwood)
- Ms Lola Lichter
- Ms Sarah Constable
- Supervised Investments Australia Limited ACN: 125 580 305 (SIAL)
- Mr David Constable
- Fayrstede Pty Ltd ACN: 117 528 364 ATF The Cooper Superannuation Fund (Fayrstede)
| Holder of relevantinterest | Date | Nature of change | Number ofORD shares | Consideration |
|---|---|---|---|---|
| SIAL ATF TSF | 31-May-16 On market purchase | 28,235 | $11,898 | |
| Dr Ida Constable | 31-May-16 On market purchase | 7,765 | $3,388 | |
| SIAL ATF TSF | 1-Jun-16 On market purchase | 1,500 | $632 | |
| SIAL ATF TSF | 6-Jun-16 On market purchase | 28,429 | $11,980 | |
| SIAL ATF TSF | 7-Jun-16 On market purchase | 12,068 | $5,085 | |
| SIAL ATF TSF | 8-Jun-16 On market purchase | 26,691 | $11,515 | |
| SIAL ATF TSF | 9-Jun-16 On market purchase | 5300 | $2,287 | |
| SIAL ATF TSF | 10-Jun-16 On market purchase | 1,450 | $626 | |
| SIAL ATF TSF | 14-Jun-16 On market purchase | 4491 | $1,938 | |
| SIAL ATF TSF | 15-Jun-16 On market purchase | 19,918 | $8,593 | |
| SIAL ATF TSF | 16-Jun-16 On market purchase | 46,000 | $20,307 | |
| SIAL ATF TSF | 21-Jun-16 On market purchase | 49,500 | $22,597 | |
| SIAL ATF TSF | 23-Jun-16 On market purchase | 14,458 | $6,455 | |
| SIAL ATF TSF | 29-Jun-16 On market purchase | 3,252 | $1,452 | |
| Kitwood | 19-Jul-16 DRIP | 33,184 | $14,136 | |
| IJV | 19-Jul-16 DRIP | 135,480 | $57,714 | |
| Ms Sarah Constable | 19-Jul-16 DRIP | 991 | $422 | |
| SIAL ATF TSF | 19-Jul-16 DRIP | 78,166 | $33,299 | |
| SIAL ATF TSF | 27-Jul-16 On market purchase | 35000 | $16,153 | |
| SIAL ATF TSF | 3-Aug-16 On market purchase | 16,872 | $7,364 | |
| SIAL ATF TSF | 9-Aug-16 On market purchase | 100,000 | $45,149 | |
| SIAL ATF TSF | 12-Aug-16 On market purchase | 2,372 | $1,023 | |
| SIAL ATF TSF | 21-Sep-16 On market purchase | 5,597 | $2,414 | |
| SIAL ATF TSF | 27-Sep-16 On market purchase | 42,000 | $18,752 | |
| SIAL ATF TSF | 28-Sep-16 On market purchase | 34,606 | $15,450 | |
| SIAL ATF TSF | 30-Sep-16 On market purchase | 3,300 | $1,473 | |
| SIAL ATF TSF | 7-Oct-16 On market purchase | 5,000 | $2,232 | |
| SIAL ATF TSF | 2-Nov-16 On market purchase | 8,644 | $3,859 | |
| Ms Lola Lichter | 7-Nov-16 On market purchase | 18,000 | $8,407 | |
| Ms Lola Lichter | 9-Nov-16 On market purchase | 559 | $257 | |
| Ms Lola Lichter | 18-Nov-16 On market purchase | 6,441 | $2,963 | |
| SIAL ATF TSF | 22-Nov-16 On market purchase | 11,726 | $5,647 | |
| SIAL ATF TSF | 8-Dec-16 On market purchase | 50,692 | $26,447 | |
| SIAL ATF TSF | 9-Dec-16 On market purchase$\Lambda \Lambda \Lambda \Lambda$ | 99,308 | $51,81112/12/6 |
HGL Limited ACN: 009 657 961
FORM 604. ANNEXURES
ANNEXURE C
| Holder ofrelevantinterest | Registered holderof securities | Person entitled to beregistered as holder | Nature of relevantinterest | Numberof FPOshares |
|---|---|---|---|---|
| SIAL | JP MorganNominees AustraliaLimited (JPM) ascustodian of TheSupervised Fund$(TSF)$ . | SIAL ATF TSF | SIAL has the power tocontrol securities asthe trustee andinvestment manager ofTSF. | 3,826,412 |
| IJV | IJV | IJV | Holder of shares | 5,906,909 |
| SIAL | Armada Trading PtyLtd (Armada) | SIAL | Relevant interest inoptions over Armada'sORD shares in HGLLimited held by SIAL. | 91,934 |
| SIAL | Trina InvestmentsPty Ltd (Trina) | SIAL | Relevant interest inoptions over Trina'sORD shares in HGLLimited held by SIAL. | 23,361 |
| Dr Ida Constable | Dr Ida Constable | Dr Ida Constable | Holder of shares | 350,000 |
| Kitwood | Kitwood | Kitwood | Holder of shares | 1,446,799 |
| Ms Lola Lichter | Ms Lola Lichter | Ms Lola Lichter | Holder of shares | 65,000 |
| Ms SarahConstable | Ms Sarah Constable | Ms Sarah Constable | Holder of shares | 43,201 |
Further to the above:
- Dr Ida Constable has a relevant interest in SIAL and IJV.
- Fayrstede and Mr David Constable hold a relevant interest in SIAL
- Dr Ida Constable and Mr David Constable are related parties. Mr David Constable controls Kitwood.
- Dr Ida Constable, Ms Lola Lichter and Ms Sarah Constable are related parties.
ANNEXURE D
- Mr Joseph Constable and Ms Virginia Little are not related parties of Dr Ida Constable and have thus ceased to be associates.
- Dr Ida Constable's association with Fayrstede had been overlooked in the prior notice.
ANNEXURE E
| Name | Address |
|---|---|
| SIAL | Suite 701, 65 York Street Sydney NSW 2000 |
| JPM | Locked bag 7, Royal Exchange NSW 1225 |
| Fayrstede | PO Box 718, Moss Vale NSW 2677 |
| Mr David Constable | 205 Gillards Road, Pokolbin NSW 2320 |
| Dr Ida Consatble | 205 Gillards Road, Pokolbin NSW 2320 |
| Ms Sarah Constable | 205 Gillards Road, Pokolbin NSW 2320 |
| Kitwood | 20 Chandos Street, St Leonards NSW 2065 |
| Ms Lola Lichter | 45 Seymour Road, Elsternwick VIC 3135 |
| Mr Joseph Constable | 205 Gillards Road, Pokolbin NSW 2320 |
| Ms Virginia Little | 100 Cabramatta Road, Mosman NSW 2088 |
| Trina and Armada | C/- Barry Mendal Frank Group, Level 53, 19 Martin Place Sydney NSW 2000 |
Mont/gee -12/12/16
PALTE 4