Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

ST BARBARA LIMITED Major Shareholding Notification 2020

Mar 8, 2020

65749_rns_2020-03-08_ee6ccb42-e234-4781-9080-cec5d4b83d7d.pdf

Major Shareholding Notification

Open in viewer

Opens in your device viewer

Form 605

Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme ST BARBARA LIMITED
ACN/ARSN 009 165 066
1. Details of substantial holder (1)
Name JPMorgan Chase & Co. and its affiliates
ACN (if applicable)
The holder ceased to be aSubstantial holder on 5 March 2020
The previous notice was given to the company on 6 March 2020
The previous notice was dated 4 March 2020

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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 whose relevantinterest changed Nature ofchange $(4)$ Considerationgiven inrelationto change (5) Class $(6)$and numberof securitiesaffected Person'svotesaffected
SeeAppendix Holder of securities subject to anJ.P. MORGANobligation to return under a securitiesSECURITIES LLClending agreement See Appendix 37,000,000(ordinary) 37,000,000(ordinary)
See:Appendix Purchase and sales of securities in itsJ.P. MORGANcapacity as Principal/ProprietarySECURITIES PLC See Appendix 4,985(ordinary) 4,985(ordinary)
J.P. MORGANSeeSECURITIESAppendixAUSTRALIA LIMITED Holder of securities subject to anobligation to return under a securitieslending agreement See Appendix 5,363,000(ordinary) 5,363,000(ordinary)
SeeAppendix J.P. MORGANSECURITIESAUSTRALIA LIMITED Purchase and sales of securities in itscapacity as Principal/Proprietary See Appendix 241.121(ordinary) 241,121(ordinary)

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) 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
J.P. MORGAN SECURITIES LLC Subsidiary of JPMorgan Chase & Co.
J.P. Morgan Securities PLC Subsidiary of JPMorgan Chase & Co.
J.P. MORGAN SECURITIES AUSTRALIA LIMITED Subsidiary of JPMorgan Chase & Co.

4. Addresses

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

Name Address
JPMORGAN CHASE & CO. 383 Madison Avenue, New York, New York, NY, 10179, United States
J.P. MORGAN SECURITIES PLC 25 Bank Street, Canary Wharf, London, E14 5JP, England
J.P. MORGAN SECURITIES LLC 383 Madison Ave., New York, New York, NY, 10179, United States
J.P. MORGAN SECURITIES AUSTRALIALIMITED. LEVEL 18, 83-85 CASTLEREAGH STREET, SYDNEY, NS, NSW 2000,Australia

Signature

Print name Frederick Lee Capacity Compliance Officer
Sign here $Q \triangle Q$ Date 9 March 2020

DIRECTIONS

  • $(1)$ If there are a number of substantial holders with similar or related relevant interests (eq. 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 4 of the form.
  • See the definition of "relevant interest" in sections 608 and 671B (7) of the Corporations Act 2001. $(2)$
  • See the definition of "associate" in section 9 of the Corporations Act 2001. $(3)$
  • Include details of: $(4)$

(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.

  • Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant $(5)$ 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 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.
  • The voting shares of a company constitute one class unless divided into separate classes. $(6)$
  • Give details, if appropriate, of the present association and any change in that association since the last substantial holding $(7)$ notice.
TRADES FOR RELEVANT PERIOD Appendix
Transaction Date Entity Product Type Type of Transaction Quantity Price (AUD) Consideration
Balance at start of relevant period 48,754,500
4-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Borrow - Return (5,363,000) - $-
5-Mar-20 J.P. MORGAN SECURITIES LLC Equity Borrow - Return (37,000,000) - $-
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Sell (2,000) 2.49 $4,980.00
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Sell (17,005) 2.49 $42,342.45
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Buy 980 2.46 $2,410.80
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Sell (75,000) 2.50 $187,500.00
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Sell (12,660) 2.49 $31,497.80
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Buy 2,000 2.48 $4,960.00
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Buy 27,807 2.48 $69,009.30
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Sell (10,166) 2.48 $25,200.46
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Sell (1,789) 2.48 $4,436.72
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Sell (7,374) 2.48 $18,282.90
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Buy 415 2.46 $1,020.90
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Buy 1,512 2.46 $3,719.52
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Buy 4,485 2.46 $11,033.10
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Buy 839 2.46 $2,063.94
5-Mar-20 J.P. MORGAN SECURITIES PLC Equity Sell (4,985) 2.46 $12,263.10
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Sell (150,000) 2.46 $369,090.15
5-Mar-20 J.P. MORGAN SECURITIES AUSTRALIA LIMITED Equity Sell (3,165) 2.46 $7,785.90
Balance at end of relevant period 6,145,394
Date: 9-Mar-20
Company's name: ST BARBARA LIMITED
ISIN: AU000000SBM8
Date of change of 5-Mar-20
relevant interests:
Schedule
Type of agreement Australian Master Securities Lending Agreement ("AMSLA")
Parties to JPMorgan Chase Bank, N.A. (acting as agent) ("lender"), J.P. Morgan Securities Australia
agreement Limited ('borrower')
Transfer date Settlement Date
5-Mar-20
Holder of votingrights Borrower
Are there any
restriction on Yes
voting rights
If yes, detail The borrower undertakes to use its best endeavours to arrange for the voting rights to beexercised in accordance with the instructions of the lender, provided that the lender usesits best endeavours to notify the borrower of its instructions in writing no later than 7business days prior to the date upon which such votes are exercisable or as otherwiseagreed between the parties. This undertaking is set out in clause 4.3 of the standard formAMSLA.
Scheduled returndate (if any) None
Does the borrower
have the right to Yes
return early?
If yes, detail Borrower has right to return all and any securities or equivalent securities early at anytime in accordance with the lender's instructions.
Does the lenderhave the right torecall early? Yes
If yes, detail Lender has right to recall all or any equivalent securities on any business day by givingsuch notice as agreed by the parties. The borrower must return the securities not laterthan the expiry of such notice in accordance with the lender's instructions.
Will the securitiesbe returned onsettlement? Yes
If yes, detail anyexceptions No exception
Date: 9-Mar-20
Company's name: ST BARBARA LIMITED
ISIN: AU000000SBM8
Date of change of relevant interests: 5-Mar-20
Schedule
Type of agreement Australian Master Securities Lending Agreement ("AMSLA")
Parties to agreement National Australia Bank Limited ('lender'), J.P. Morgan Securities AustraliaLimited ('borrower)
Transfer date Settlement Date6-Mar-20
Holder of voting rights Borrower
Are there any restriction on votingrights Yes
If yes, detail The borrower undertakes to use its best endeavours to arrange for the votingrights to be exercised in accordance with the instructions of the lender,provided that the lender uses its best endeavours to notify the borrower of itsinstructions in writing no later than 7 business days prior to the date uponwhich such votes are exercisable or as otherwise agreed between the parties.This undertaking is set out in clause 4.3 of the standard form AMSLA.
Scheduled return date (if any) None
Does the borrower have the right toreturn early? Yes
If yes, detail Borrower has right to return all and any equivalent securities early at any timein accordance with the lender's instructions.
Does the lender have the right to recallearly? Yes
If yes, detail Lender has right to recall all or any equivalent securities at any time by givingnotice on any business day as agreed by the parties. The borrower mustreturn the securities not later than the expiry of such notice in accordancewith the lender's instructions.
Will the securities be returned onsettlement? Yes
If yes, detail any exceptions No exceptions
Statement If requested by the company to whom the prescribed form must be given, or ifrequested by ASIC, a copy of the agreement will be given to that company orASIC.
Date: 9-Mar-20
Company's name: ST BARBARA LIMITED
ISIN: AU000000SBM8
Date of change ofrelevant interests: 5-Mar-20
Schedule
Type of agreement Global Master Securities Lending Agreement ("GMSLA")
Parties toagreement Blackrock Advisors (UK) Limited ("lender") and J.P. Morgan Securities plc ("borrower")
Transfer date Settlement Date4-Feb-2010-Feb-20
Holder of votingrights Borrower
Are there anyrestriction onvoting rights Yes
If yes, detail The borrower shall have no obligation to arrange for voting rights to be exercised inaccordance with the instructions of the other party, unless otherwise agreed between theparties.
Scheduled returndate (if any) None
Does the borrowerhave the right toreturn early? Yes
If yes, detail Borrower has the right to terminate a loan and redeliver all and any equivalent securitiesdue and outstanding to the lender in accordance with lender's instructions and lender shallaccept such redelivery.
Does the lenderhave the right torecall early? Yes.
If yes, detail Lender has right to recall all or any equivalent securities at any time by giving notice onany business day of not less than the standard settlement time for such equivalentsecurities on the exchange or in the clearing organisation through which the relevantborrowed securities were originally delivered. The borrower must return the securities notlater than the expiry of such notice in accordance with the lender's instructions.
Will the securitiesbe returned onsettlement? Yes
If yes, detail anyexceptions No exceptions
Statement If requested by the company to whom the prescribed form must be given, or if requestedby ASIC, a copy of the agreement will be given to that company or ASIC.
Date: 9-Mar-20
Company's name: ST BARBARA LIMITED
ISIN: AU000000SBM8
Date of change ofrelevant interests: 5-Mar-20
Schedule
Type of agreement Overseas Securities Lender's Agreement ("OSLA")
Parties toagreement JPMorgan Chase Bank, N.A. (acting as agent) ("lender") J.P. Morgan Securities plc("borrower")
Transfer dateSettlement Date5-Feb-20
Holder of votingrights Borrower
Are there anyrestriction onvoting rights Yes
If yes, detail The borrower undertakes to use its best endeavors to arrange for the voting rights to beexercised in accordance with the instructions of the lender, provided that the lender usesits best endeavors to notify the borrower of its instructions in writing no later than 7business days prior to the date upon which such votes are exercisable or as otherwiseagreed between the parties. This undertaking is set out in clause 4(B)(vi) of the standardform OSLA.
Scheduled returndate (if any) None
Does the borrowerhave the right toreturn early? Yes
If yes, detail Borrower has right to return all and any equivalent securities early at any time inaccordance with the lender's instructions.
Does the lenderhave the right torecall early? Yes
If yes, detail Lender has right to recall all or any equivalent securities at any time by giving notice onany business day of not less than the standard settlement time for such equivalentsecurities on the exchange or in the clearing organisation through which the relevantborrowed securities were originally delivered (and where there is a difference between thesettlement time for sales and purchases on the relevant exchange or clearingorganisation, the standard settlement time shall be the shorter of the two times). Theborrower must return the securities not later than the expiry of such notice in accordancewith the lender's instructions.
Will the securitiesbe returned onsettlement? Yes
If yes, detail anyexceptions No exceptions
Statement If requested by the company to whom the prescribed form must be given, or if requestedby ASIC, a copy of the agreement will be given to that company or ASIC.
Date: 9-Mar-20
Company's name: ST BARBARA LIMITED
ISIN: AU000000SBM8
Date of change ofrelevant interests: 5-Mar-20
Schedule
Type of agreement Master Overseas Securities Borrowing Agreement
Parties to J.P. Morgan Securities Plc ("borrower") and The Northern Trust Company as agent
agreement ("lender")
Transfer date Settlement Date11-Feb-2019-Feb-2020-Feb-20
Holder of votingrights Borrower
Are there anyrestriction onvoting rights Yes
If yes, detail The borrower undertakes to use its best endeavours to arrange for the voting rights to beexercised in accordance with the instructions of the lender, provided that the lender usesits best endeavours to notify the borrower of its instructions in writing no later than 7business days prior to the date upon which such votes are exercisable or as otherwiseagreed between the parties. This undertaking is in clause 4(B)(vi) of the agreement.
Scheduled returndate (if any) None
Does the borrowerhave the right toreturn early? Yes
If yes, detail Borrower has the right to terminate a loan and redeliver all and any equivalent securitiesdue and outstanding to the lender in accordance with lender's instructions and lender shallaccept such redelivery.
Does the lenderhave the right torecall early? Yes
If yes, detail Lender has right to recall all or any equivalent securities at any time by giving notice onany business day of not less than the standard settlement time for such equivalentsecurities on the exchange or in the clearing organisation through which the relevantborrowed securities were originally delivered. The borrower must return the securities notlater than the expiry of such notice in accordance with the lender's instructions.
Will the securitiesbe returned onsettlement? Yes
If yes, detail anyexceptions No exceptions
Statement If requested by the company to whom the prescribed form must be given, or if requestedby ASIC, a copy of the agreement will be given to that company or ASIC.
Date: 9-Mar-20
Company's name: ST BARBARA LIMITED
ISIN: AU000000SBM8
Date of change of
relevant interests: 5-Mar-20
Schedule
Type of agreement Global Master Securities Lending Agreement ("GMSLA")
Parties to J.P. Morgan Securities plc ("borrower") and State St Bank and Trust Company as agent
agreement ("lender")
Transfer date Settlement Date
20-Feb-20
Holder of voting 21-Feb-20
rights Borrower
Are there any
restriction on Yes
voting rights
If yes, detail The borrower shall have no obligation to arrange for voting rights to be exercised inaccordance with the instructions of the other party, unless otherwise agreed between the
parties.
Scheduled return
date (if any) None
Does the borrower
have the right toreturn early? Yes
Borrower has the right to terminate a loan and redeliver all and any equivalent securities
If yes, detail due and outstanding to the lender in accordance with lender's instructions and lender shall
accept such redelivery.
Does the lender
have the right torecall early? Yes
Lender has right to recall all or any equivalent securities at any time by giving notice on
If yes, detail any business day of not less than the standard settlement time for such equivalentsecurities on the exchange or in the clearing organisation through which the relevant
borrowed securities were originally delivered. The borrower must return the securities not
later than the expiry of such notice in accordance with the lender's instructions.
Will the securities
be returned on Yes
settlement?
If yes, detail any No exceptions
exceptions
Statement If requested by the company to whom the prescribed form must be given, or if requested
by ASIC, a copy of the agreement will be given to that company or ASIC.
Date: 9-Mar-20
Company's name: ST BARBARA LIMITED
ISIN: AU000000SBM8
Date of change ofrelevant interests: 5-Mar-20
Schedule
Type of agreement Overseas Securities Lender's Agreement (For Non-US Borrowers) ("OSLA")
Parties to The Bank of New York Mellon Corporation (formerly known as The Bank of New York)
agreement (acting as agent) ("lender"), J.P. Morgan Securities Plc ("borrower")
Transfer date Settlement Date3-Mar-20
Holder of votingrights Borrower
Are there anyrestriction onvoting rights Yes
If yes, detail The borrower undertakes to use its best endeavours to arrange for the voting rights to beexercised in accordance with the instructions of the lender, provided that the lender usesits best endeavours to notify the borrower of its instructions in writing no later than 7business days prior to the date upon which such votes are exercisable or as otherwiseagreed between the parties. This undertaking is set out in clause 4(B)(ii) of the standardform OSLA.
Scheduled returndate (if any) None
Does the borrowerhave the right toreturn early? Yes
If yes, detail Borrower has right to return all and any equivalent securities early at any time inaccordance with the lender's instructions.
Does the lenderhave the right torecall early? Yes
If yes, detail Lender has right to recall all or any equivalent securities at any time by giving notice onany business day of not less than the standard settlement time for such equivalentsecurities on the exchange. The borrower must return the securities not later than theexpiry of such notice in accordance with the lender's instructions.
Will the securitiesbe returned onsettlement? Yes
If yes, detail anyexceptions No exceptions
Statement If requested by the company to whom the prescribed form must be given, or if requestedby ASIC, a copy of the agreement will be given to that company or ASIC.