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SYNTARA LIMITED — Major Shareholding Notification 2011
Jun 15, 2011
65830_rns_2011-06-15_719f1b76-1b7d-47b5-9993-2c66ef414ca9.pdf
Major Shareholding Notification
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$\sim 100$
Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
| To Company Name/Scheme | Pharmaxis Ltd | ||||
|---|---|---|---|---|---|
| ACN/ARSN | 75 082 811 630 | ||||
| 1. Details of substantial holder (1) | |||||
| Name | Orbis Investment Management (Australia) Pty Ltd (Orbis Australia) and its related bodies corporate as set out inTable 1 of Annexure A (together Orbis Group), as investment manager for the funds or investment mandates listed atTable 2 of Annexure A | ||||
| ACN/ARSN (if applicable) | 112 316 168 (ACN of Orbis Australia) | ||||
| There was a change in the interests of thesubstantial holder on | 14 June 11 | ||||
| The previous notice was given to the company on | 22 April 10 | ||||
| The previous notice was dated | 22 April 10 |
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 | |||
|---|---|---|---|---|---|
| ----------- | Person's votes | Voting power (5) | Person's votes | Voting power (5) | |
| Ordinary shares | 37.675.014 | 16.72% | 40,729,893 | 17.84% |
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 relevantinterest changed | Nature ofchange (6) | Considerationgiven in relationto change (7) | Class and number ofsecurities affected | Person's votesaffected------- |
|---|---|---|---|---|---|
| See Annexure A. Tables 2and 3 | ------ |
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 ofsecurities | Person entitled to beregistered as holder (8) | Nature of relevantinterest (6) | .Class and numberof securities---_____________________ | Person'svotes |
|---|---|---|---|---|---|
| Tables 2 and 4See Annexure A | _______ | ---- | _____ |
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:
| ---------------- | ' association |
|---|---|
| Name and ACN/ARSN (if a | Nature |
| f apolicable | . W |
| ___------------.Tablesand 2Annexure A. | ___________________ |
| --- | ------------------------------------------- | ----------__ | ----- | __ | ||
|---|---|---|---|---|---|---|
| .___ | __ | ____ | ------- | _____ |
6. Addresses
The addresses of persons named in this form are as follows:
| ----__NamePARALLE | __.Address |
|---|---|
| __Orbisour____. | PERSONAL PROPERTY AND ------_--------Challis HMar2000NSWevel 2HOUSEOrbis AustraliaTHE THEFTA APT. |
Signature
| print name | Simon Marais------ | Director |
|---|---|---|
| sign here | of larano________ | date 16 June 11--- |
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 Comorations 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 droumstances 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.
- $(7)$ 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 entitied 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) $(8)$ write "unknown".
- $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
Pharmaxis Ltd ACN 75 082 811 630
THIS IS ANNEXURE A OF 2 PAGES REFERRED TO IN THE ABOVE FORM 604
| Print name | Simon Marais | ----------Director--------- |
|---|---|---|
| Sign here | r famus$\overline{\phantom{a}}$ | Date 16 June 11 |
Table 1 - Related bodies corporate
The following entities are associates of Orbis Australia and each other by virtue of being related bodies corporate.
Orbis Holdings Limited
Orbis World Limited
Orbis Investment Management Limited (OIML)
Orbis Asset Management Limited (OAML)
Orbis Administration Limited
Orbis Investment Research Limited
Orbis Investment Management (MIS) Limited
Triple Blue Holdings Limited
Pictet Overseas Trust Corporation and Pictet Trustee Company SA Table 2 - Funds
Orbis Mansfield Street Properties Ltd Orbis Investment Management (BVI) Limited (OBIVL) Orbis Investment Advisory Pty Limited Orbis Holdings (Australia) Pty LimitedOrbis Holdings (Australia) Pty LimitedOrbis Investment Management (Australia) Pty Limited Orbis Client Services (Canada) Limited Orbis Holdings (UK) Limited
Orbis Investment Management (Europe) LLP Orbis Investment Advisory (Hong Kong) Limited
An entity within the Orbis Group acts as investment manager for some or all of the assets in the following funds.
| No | Fund name | investmentManager | ReferenceCode | Registered Holder | Persons entitled to be registeredholder |
|---|---|---|---|---|---|
| 1 | Orbis MIS - Orbis/SMAustralia Equity Fund | Orbis Australia | SMEF | Citigroup N.A (Citi) as nominee ofSMEF | Citi as nominee of SMEF |
| 2 | Warakini Endeavour Fund | Orbis Australia | SMWK | ANZ Nominees Ltd as nominee ofSMWK | ANZ Nominees Ltd as nominee ofSMWK |
| 3 | Orbis MIS - Orbis GlobalEquity Fund | OIML | GAPL | SSAL as nominee of GAPL | SSAL as nominee of GAPL |
| 4 | Orbis Global Equity FundLimited | OIML | OGEF | Citigroup Pty Ltd as nominee ofOGEF | Citigroup Pty Ltd as nominee ofOGEF |
| 5 | Orbis Optimal SA FundLimited | OIML. | OSAP | Citigroup Pty Ltd as nominee ofOSAP | Citigroup Pty Ltd as nominee ofOSAP |
| 6 | Orbis SICAV -- Global EquityFund | OIML | SGPL | Citigroup Pty Ltd as nominee ofSGPL | Citigroup Pty Ltd as nominee ofSGPL |
| $\overline{7}$ | Orbis Optimal Global Fund LP | OAML | OOLP | Citigroup Pty Ltd as nominee ofOOLP | Citigroup Pty Ltd as nominee ofOOLP |
| 8 | Orbis Asia ex-Japan Fund | OBVIL | XJPL | Citigroup Pty Ltd as nominee ofXJPL | Citigroup Pty Ltd as nominee ofXJPL |
| 9 | Intech Australian Shares HighAlpha Trust | Orbis Australia | SMIA | JP Morgan Nominees AustraliaLtd as nominee of SMIA | JP Morgan Nominees Australia Ltdas nominee of SMIA |
| 10 | Construction and BuildingUnions Superannuation Fund | Orbis Australia | SMCB | National Nominees (NABCustodian Services) as nomineefor SMCB | NAB Custodian Services as nomineefor SMCB |
| 11 | HESTA Superannuation Fund | Orbis Australia | SMHT | JP Morgan Nominees AustraliaLtd as nominee of SMHT | JP Morgan Nominees Australia Ltdas nominee of SMHT |
| 12 | Hostplus SuperannuationFund | Orbis Australia | SMHP | JP Morgan as nominee of SMAU | JP Morgan Nominees Australia Ltdas nominee of SMAU |
| $\overline{13}$ | Russell AustralianOpportunities Fund | Orbis Australia | SMRI | SSAL as nominee of SMRI | SSAL as nominee of SMRI |
| 14 | Orbis International Equity LP | OAML | IELP | Citigroup Pty Ltd as nominee ofIELP | Citigroup Pty Ltd as nominee of IELP |
| 15 | Catholic Superannuation Fund | Orbis Australia | SMCS | NAB Custodian Services | NAB Custodian Services |
| 16 | Orbis US Equity Fund LP | OAML | USLF | Citigroup Pty Ltd as nominee ofIELP | Citigroup Pty Ltd as nominee of IELP |
| $\overline{17}$ | Qantas Superannuation Plan | Orbis Australia | SMQS | JP Morgan Nominees AustraliaLtd as nominee of SMQS | JP Morgan Nominees Australia Ltdas nominee of SMOS |
| $\overline{18}$ | Maritime Super | Orbis Australia | SMMS | NAB Custodian Services asnominee for SMMS | NAB Custodian Services as nomineefor SMMS |
| $\overline{19}$ | Warakirri Australian EquitiesPensions and Charities Fund | Orbis Australia | SMWA | ANZ Nominees Ltd as nominee ofSMWA | ANZ Nominees Ltd as nominee ofSMWA |
| $\overline{20}$ | Non Government SchoolsSuperannuation Fund | Orbis Australia | SMNG | SSAL as nominee for SMNG | SSAL as nominees for SMNG |
| $\overline{21}$ | Orbis/SM Australia StableFund | Orbis Australia | SMSF | Citl as nominee for SMSF | Citi as nominee for SMSF |
$\mathbf{r}$
Table 3 - Change in relevant interest
$\hat{A}$ and $\hat{A}$ $\frac{1}{4}$
| Trade date | Reference code | Action | Total no of securities | Consideration | |
|---|---|---|---|---|---|
| 6 May 10 to 14 June 11 | SMCB | Buy and sell | 691,060 | $ | 559,077 |
| 22 April 10 to 14 June 11 | SMCS | Buy and sell | $-50.926$ | -$ | 450,750 |
| 9 June 10 to 14 June 11 | SMEF | Buy and sell | $-700,923$ | -$ | 1,998,701 |
| 23 June 10 to 14 June 11 | SMHP | Buy | 1,102,235 | $ | 2,196,451 |
| 22 April 10 to 14 June 11 | SMHT | Buy and sell | 60,703 | -$ | 680,480 |
| 22 April 10 to 3 June 11 | SMIA | Buy and sell | $-89,871$ | $\overline{\mathbf{3}}$ | 586,784 |
| 19 May 10 to 25 Jan 11 | SMRI | Buy and sell | $-30.375$ | -$ | 139,697 |
| 31 May 10 to 18 Aug 10 | SMWK | Buy and sell | $-2,420$ | -$ | 10,525 |
| 5 May to 11 Nov 10 | FWEF (Fortis DeepValue World Fund) | Sell and terminationof association | $-334,160$ | -$ | 970,721 |
| 4 May 10 | OGEF | Sell | $-1,400,000$ | -5 | 4.340,000 |
| 24 Sept 10 to 14 June 11 | SMNG | Buy | 1516,126 | $ | 2,911,783 |
| 25 June 10 to 2 June 11 | SMMS | Buy | 1,087,163 | $ | 2,185,672 |
| 21 April 10 to 1 Oct 10 | SMQS | Sell | 1.185,881 | $ | 3,498,136 |
| 24 Aug 10 to 15 Sept 10 | SMWA | Buy | 20,386 | $ | 41,332 |
| 3,054,879 | $ | 2,214,795 |
All trades on market unless otherwise indicated or as applicable.
Table 4 - Present relevant interest
| Reference code | Total no of securities |
|---|---|
| GAPL | 1,105,707 |
| OGEF | 16,752,971 |
| OSAP | 1,058,831 |
| SGPL | 4,140,979 |
| SMCB | 2,939,901 |
| SMCS | 1,177,870 |
| SMEF | 4,315,919 |
| SMHP | 1,772,228 |
| SMHT | 2,435,052 |
| SMIA | 704,450 |
| SMRI | 492,747 |
| SMWK | 23,682 |
| SMWA | 20,386 |
| SMMS | 1,087,163 |
| SMNG | 1,516,126 |
| SMQS | 1,185,881 |
| 40,729,893 |