SPACETALK LTD — Major Shareholding Notification 2023

Feb 9, 2023

ASX TO CROSS RELEASE: SPA

10 February 2023

BY ASX ONLINE - 4 pages

Manager Company Announcements ASX Limited Level 10 20 Bond Street SYDNEY NSW 2000

Dear Sir/Madam,

Notice of change of interests of substantial holder Spacetalk Limited [ASX:SPA]

Following is a Form 604 Notice of change of interests of substantial holder dated 10 February 2023 in accordance with section 671B of the Corporations Act 2001 (Cth).

Yours sincerely,

CRAIG SMITH ACIS, CPA Secretary

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To:	company name/scheme	SPACETALK LIMITED
	ABN:	93 091 351 530

1. Details of substantial holder

Name	THORNEY TECHNOLOGIES LTD and each of the associated entities listed in the attached Annexure 'A' to this notice.
ACN (if applicable)	096 782 188
There was a change in the interests of the substantial holder on		10-Feb-23
The previous notice was given to the company on		12-Nov-21
The previous notice was dated		12-Nov-21

2. Previous and present voting power

The total number of shares votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate had a relevant interest 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	Previous Notice		Present Notice
	Person's votes	Voting power	Person's votes	Voting power
Ordinary shares	17,899,166	9.16%	32,494,935	10.81%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, relevant interests 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 are as follows:

Date of Change	Person whose relevant interest changed	Nature of Change	Consideration given in relation to change	Number and class of securities affected	Person's votes affected
8-Dec-21	Tiga Trading Pty Ltd and each of the Thorney Investment Group entities listed in Annexure 'A' (together 'Thorney Investment Group')	Share purchase plan	\$Nil	157,895 ordinary shares	157,895
	Thorney Technologies Ltd		\$30,000.00	157,895 ordinary shares	157,895
	Thorney Investment Group	Tranche 2	\$Nil	1,324,552 ordinary shares	1,324,552
13-Dec-21	Thorney Technologies Ltd	Placement	\$118,430.50	623,318 ordinary shares	623,318
	Thorney Investment Group	20 for 33 rights	\$Nil	1,833,333 ordinary shares	1,833,333
29-Dec-21	Thorney Technologies Ltd	issue	\$54,999.99	1,833,333 ordinary shares	1,833,333
	Thorney Investment Group		\$Nil	1,045,000 ordinary shares	1,045,000
3-Feb-23	Thorney Technologies Ltd	Market purchase	\$66,946.50	855,000 ordinary shares	855,000
	Thorney Investment Group	20 for 33 rights	\$Nil	3,720,994 ordinary shares	3,720,994
7-Feb-23	Thorney Technologies Ltd	issue shortfall	\$91,333.47	3,044,449 ordinary shares	3,044,449

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	Nature of relevant interest	Number and class of securities	Person's votes
Thorney Technologies Ltd	UBS Nominees Pty Ltd	Thorney Technologies Ltd	Thorney Technologies Ltd has a relevant interest under section 608(1)(b) of the Corporations Act 2001 (Cth) (the Act) as it is the beneficial holder of those shares.	14,629,983 ordinary shares	14,629,983
Thorney Investment	UBS Nominees Pty Ltd	Thorney Technologies Ltd	Thorney Investment Group is taken to have a relevant interest as it has the capacity to determine the outcome of decisions about the financial and operating policies of Thorney Technologies Ltd.	14,629,983 ordinary shares	14,629,983
Group		TIGA Trading Pty Ltd	Thorney Investment Group is taken under section 608(3)(b) of the Act to have a relevant interest as it holds all the issued capital in Tiga Trading Pty Ltd.	17,864,952 ordinary shares	17,864,952
		Thorney Technologies Ltd	Each of the entities listed in the adjacent column (and in Annexure "A") are 'associates' pursuant to section	14,629,983 ordinary shares	14,629,983
Mr Alex Waislitz	UBS Nominees Pty Ltd	TIGA Trading Pty Ltd	12(2)(a)(iii) of the Act by virtue of them being commonly controlled by Mr Alex Waislitz who, pursuant to section 50AA of the Act, has the capacity to determine the outcome of decisions about the financial and operating policies of each of those entities.	17,864,952 ordinary shares	17,864,952

5. Changes in association

The persons who have become associates of, ceased to be associates of, or have changed the nature of their association with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name	Nature of association

6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Thorney Technologies Ltd, ACN 096 782 188	Level 39, 55 Collins Street, Melbourne 3000
Tiga Trading Pty Ltd, ACN 118 961 210	Level 39, 55 Collins Street, Melbourne 3000
Thorney Investment Group and each of the entities listed in Annexure 'A' to this notice	See Annexure 'A' to this notice
Alex Waislitz	Level 39, 55 Collins Street, Melbourne 3000

Signature

Print name CRAIG SMITH Capacity SECRETARY Sign here Date 10 February 2023

ANNEXURE 'A'

This is Annexure A referred to in the Form 604 Notice of change of interests of substantial holder signed by me and dated 10 February 2023.

......................................... CRAIG SMITH Secretary

SUBSTANTIAL HOLDERS - ENTITY DETAILS

Associated Entities	Address
Thorney Investment Group
Jamahjo Pty Ltd, ACN 117 488 696 as trustee for the Halex Family Trust	c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121
Thistle Custodians Pty Ltd, ACN 078 027 193	Level 39, 55 Collins Street, Melbourne 3000
Thistle Holdings Pty Ltd, ACN 075 051 464	Level 39, 55 Collins Street, Melbourne 3000
Thorney Alpha Pty Ltd, ACN 162 820 537	Level 39, 55 Collins Street, Melbourne 3000
Thorney Beta Pty Ltd, ACN 162 828 677	Level 39, 55 Collins Street, Melbourne 3000
Thorney Holdings Pty Ltd, ACN 006 262 835	Level 39, 55 Collins Street, Melbourne 3000
Thorney International Pty Ltd, ACN 132 886 698	Level 39, 55 Collins Street, Melbourne 3000
Thorney Investment Group Australia Pty Ltd, ACN 117 488 892	Level 39, 55 Collins Street, Melbourne 3000
Thorney Management Services Pty Ltd, ACN 164 880 148	Level 39, 55 Collins Street, Melbourne 3000
Thorney Omega Pty Ltd, ACN 163 964 636	Level 39, 55 Collins Street, Melbourne 3000
Tiga Property Pty Ltd, ACN 117 811 453	Level 39, 55 Collins Street, Melbourne 3000
Tiga (Ballarat) Pty Ltd, ACN 117 812 030	Level 39, 55 Collins Street, Melbourne 3000
Tiga Finance Pty Ltd, ACN 118 521 412	Level 39, 55 Collins Street, Melbourne 3000
Tiga (Hawthorn) Pty Ltd, ACN 126 952 663	Level 39, 55 Collins Street, Melbourne 3000
Tiga Tails Pty Ltd, ACN 080 534 416	Level 39, 55 Collins Street, Melbourne 3000
Tiga Trading Pty Ltd, ACN 118 961 210	Level 39, 55 Collins Street, Melbourne 3000
Other associates
Early Force Pty Ltd, ACN 103 134 363 as trustee for the Alex Waislitz Property Investment Trust	Level 39, 55 Collins Street, Melbourne 3000
Jamah Investments Pty Ltd, ACN 093 388 928 as trustee for the Jamah Investment Trust	c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121
Jasforce Pty Ltd, ACN 017 167 713 as trustee for the Alex Waislitz Retirement Plan	c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121
Thorney Opportunities Ltd, ACN 080 167 264	Level 39, 55 Collins Street, Melbourne 3000
58 Jarque Pty Ltd, ACN 617 756 377	Level 39, 55 Collins Street, Melbourne 3000
Two Towers Pty Ltd, ACN 134 730 546	c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121
Urban Land Nominees Pty Ltd, ACN 004 753 066	c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121
Coastal Estates Proprietary Limited, ACN 004 481 154	c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121
Waislitz Charitable Corporation Pty Ltd, ACN 163 623 612 as trustee for the Waislitz Family Foundation	Level 39, 55 Collins Street, Melbourne 3000