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THORNEY TECHNOLOGIES LTD — Major Shareholding Notification 2021
Jul 12, 2021
65908_rns_2021-07-12_94e03347-8911-4f99-88e7-6c48a927e503.pdf
Major Shareholding Notification
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THORNEY HOLDINGS PROPRIETARY LIMITED ABN 37 006 262 835
Level 39, 55 Collins Street, Melbourne Vic 3000 Telephone +613 9921 7116 Facsimile +613 9921 7100
13 July 2021
BY ASX ONLINE - 6 pages
Manager Company Announcements ASX Limited Level 10 20 Bond Street SYDNEY 2000
Dear Sir/Madam,
Notice of change of interests of substantial holder Thorney Technologies Ltd [ASX:TEK]
Following is a Form 604 Notice of change of interests of substantial holder dated 13 July 2021 in accordance with section 671B of the Corporations Act 2001 (Cth) .
Yours sincerely,
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CRAIG SMITH ACIS, CPA Secretary
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Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
Form 604
To: company name/scheme THORNEY TECHNOLOGIES LTD (the Company ) ACN/ARSN 096 782 188
1. Details of substantial holder
Name Thorney Holdings Proprietary Limited and each of the persons listed in section 4 and the attached Annexure “A” to this notice.
ACN (if applicable) 006 262 835
There was a change in the interests of the substantial holder on
13-Jul-21
The previous notice was given to the company on 30-Jun-21 The previous notice was dated 30-Jun-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 | Previous Notice | Present Notice | Present Notice |
|---|---|---|---|---|
| Person’s votes | Voting power | Person’s votes | Voting power | |
| FullyPaid OrdinaryShares | 76,192,720 | 21.06% | 76,192,720 | 18.31% |
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 |
|---|---|---|---|---|---|
| 13-Jul-21 | Thorney Holdings Proprietary Limited (Thorney Holdings) and each of the persons listed in section 4 and the attached Annexure “A” to this notice. |
Dilution of interest after an issue of shares by the Company as announced to ASX on 5 July 2021. |
N/A | 76,192,720 ordinary shares |
76,192,720 |
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 shares |
Person’s votes |
|---|---|---|---|---|---|
| Jasforce Pty Ltd as trustee for the Alex Waislitz Retirement Plan (Jasforce) |
Jasforce | Jasforce | Jasforce has a relevant interest in the shares set out in the adjacent column under section 608(1)(a) of the Corporations Act 2001(Cth) (theAct) as it is the registered holder of those shares. |
1,428,571 ordinary shares |
1,428,571 |
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4. Present relevant interests (continued)
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered **as holder ** |
Nature of relevant interest | Number and class of shares |
Person’s votes |
|---|---|---|---|---|---|
| Waislitz Charitable Corporation Pty Ltd as trustee for the Waislitz Family Foundation (Waislitz Charitable Corporation) |
Waislitz Charitable Corporation |
Waislitz Charitable Corporation |
Waislitz Charitable Corporation has a relevant interest in the shares set out in the adjacent column under section 608(1)(a) of the_Act_as it is the registered holder of those shares. |
857,143 ordinary shares |
857,143 |
| Two Towers Pty Ltd (Two Towers) |
Two Towers | Two Towers | Two Towers has a relevant interest in the shares set out in the adjacent column under section 608(1)(a) of the_Act_as it is the registered holder of those shares. |
285,714 ordinary shares |
285,714 |
| Early Force Pty Ltd as trustee for the Waislitz Property Investment Trust (Early Force) |
Two Towers | Two Towers | Early Force is taken under section 608(3)(b) of the_Act_to have a relevant interest in that which Two Towers has a relevant interest in by virtue of having control of Two Towers. Early Force controls Two Towers as it holds all the issued capital in Two Towers and has the capacity to determine the outcome of decisions of Two Towers. |
285,714 ordinary shares |
285,714 |
| Tiga Trading Pty Ltd (Tiga Trading) |
Tiga Trading | Tiga Trading | Tiga Trading has a relevant interest in the shares set out in the adjacent column under section 608(1)(a) of the_Act_as it is the registered holder of those shares. |
308,962 ordinary shares |
308,962 |
| Thorney Holdings |
Thorney Holdings |
Thorney Holdings |
Thorney Holdings has a relevant interest in the shares set out in the adjacent column under section 608(1)(a) of the _Act_as it is the registered holder of those shares. |
73,312,330 ordinary shares |
73,312,330 |
| Thorney Investment Group Australia Pty Ltd (Thorney Investment Group Australia) |
Tiga Trading | Tiga Trading | Thorney Investment Group Australia is taken under section 608(3)(b) of the_Act_to have a relevant interest in that which Tiga Trading and Thorney Holdings have a relevant interest in by virtue of having control of those entities. Thorney Investment Group Australia controls each of those entities as it holds all the issued capital in those entities and has the capacity to determine the outcome of decisions of those entities. |
308,962 ordinary shares |
308,962 |
| Thorney Holdings |
Thorney Holdings |
73,312,330 ordinary shares |
73,312,330 |
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4. Present relevant interests (continued)
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder |
Nature of relevant interest | Number and class of shares |
Person’s votes |
|---|---|---|---|---|---|
| Jamahjo Pty Ltd as trustee for the Halex Family Trust (Jamahjo) |
Tiga Trading | Tiga Trading | Jamahjo is taken under section 608(3)(b) of the_Act_to have a relevant interest in that which Thorney Investment Group Australia has a relevant interest in by virtue of having control of Thorney Investment Group Australia. Jamahjo controls Thorney Investment Group Australia as it holds all the issued capital in Thorney Investment Group Australia and has the capacity to determine the outcome of decisions of Thorney Investment Group Australia. |
308,962 ordinary shares |
308,962 |
| Thorney Holdings |
Thorney Holdings |
73,312,330 ordinary shares |
73,312,330 | ||
| Mr Alex Waislitz | Tiga Trading | Tiga Trading | Mr Alex Waislitz is taken under section 608(3)(a) of the_Act_to have a relevant interest in that which Jamahjo has a relevant interest in by virtue of having voting power of more than 20% in Jamahjo. Mr Waislitz also has the capacity to determine the outcome of decisions of Jamahjo. |
308,962 ordinary shares |
308,962 |
| Thorney Holdings |
Thorney Holdings |
73,312,330 ordinary shares |
73,312,330 | ||
| Jasforce | Jasforce | Mr Alex Waislitz is taken under section 608(3)(a) of the_Act_to have a relevant interest in that which Jasforce and Waislitz Charitable Corporation have a relevant interest in by virtue of having voting power of more than 20% in each of those entities. Mr Waislitz also has the capacity to determine the outcome of decisions of each of those entities. |
1,428,571 ordinary shares |
1,428,571 | |
| Waislitz Charitable Corporation |
Waislitz Charitable Corporation |
857,143 ordinary shares |
857,143 | ||
| Two Towers | Two Towers | Mr Alex Waislitz is taken under section 608(3)(a) of the_Act_to have a relevant interest in that which Early Force has a relevant interest in by virtue of having voting power of more than 20% in Early Force. Mr Waislitz also has the capacity to determine the outcome of decisions of Early Force. |
285,714 ordinary shares |
285,714 |
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 ** |
|---|---|
| N/A | While there has been no change in association in respect of any of the entities listed in this notice since the last substantial holder notice was given, for completeness, we note that each of the entities listed in Annexure “A” to this notice are ‘associates’ in respect of the Company pursuant to section 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. In addition, Mr Alex Waislitz holds, directly or indirectly, a relevant interest of 50% or more in each of Jasforce, Waislitz Charitable Corporation, Early Force and Jamahjo. |
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6. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Tiga TradingPtyLtd, ACN 118 961 210 | Level 39, 55 Collins Street, Melbourne 3000 |
| ThorneyHoldings ProprietaryLimited, ACN 006 262 835 | Level 39, 55 Collins Street, Melbourne 3000 |
| ThorneyInvestment GroupAustralia PtyLtd, ACN 117 488 892 | Level 39, 55 Collins Street, Melbourne 3000 |
| Each of the entities listed in Annexure “A” to this notice | See Annexure “A” to this notice |
| Jamahjo Pty Ltd, ACN 117 488 696 | c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
| Jasforce Pty Ltd, ACN 017 167 713 | c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
| Two Towers Pty Ltd, ACN 134 730 546 | c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
| EarlyForce PtyLtd 103 134 363 | Level 39,55 Collins Street,Melbourne 3000 |
| Waislitz Charitable Corporation PtyLtd,ACN 163 623 612 | Level 39,55 Collins Street,Melbourne 3000 |
| Alex Waislitz | Level 39,55 Collins Street,Melbourne 3000 |
Signature
Print name CRAIG A G SMITH ACIS, CPA Capacity SECRETARY Sign here Date: 13 July 2021
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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 13 July 2021.
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.........................................
CRAIG A G SMITH ACIS, CPA Secretary
| Entity | Address |
|---|---|
| Jamahjo Pty Ltd, ACN 117 488 696 as trustee for the Halex FamilyTrust |
c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
| Thistle Custodians PtyLtd,ACN 078 027 193 | Level 39,55 Collins Street,Melbourne 3000 |
| Thistle Holdings PtyLtd, ACN 075 051 464 | Level 39, 55 Collins Street, Melbourne 3000 |
| ThorneyAlpha PtyLtd,ACN 162 820 537 | Level 39,55 Collins Street,Melbourne 3000 |
| ThorneyBeta PtyLtd, ACN 162 828 677 | Level 39, 55 Collins Street, Melbourne 3000 |
| ThorneyHoldings ProprietaryLimited,ACN 006 262 835 | Level 39,55 Collins Street,Melbourne 3000 |
| ThorneyInternational PtyLtd, ACN 132 886 698 | Level 39, 55 Collins Street, Melbourne 3000 |
| ThorneyInvestment GroupAustralia PtyLtd,ACN 117 488 892 | Level 39,55 Collins Street,Melbourne 3000 |
| ThorneyManagement Services PtyLtd, ACN 164 880 148 | Level 39, 55 Collins Street, Melbourne 3000 |
| ThorneyOmega PtyLtd,ACN 163 964 636 | Level 39,55 Collins Street,Melbourne 3000 |
| TIGA PropertyPtyLtd, ACN 117 811 453 | Level 39, 55 Collins Street, Melbourne 3000 |
| TIGA(Ballarat)PtyLtd,ACN 117 812 030 | Level 39,55 Collins Street,Melbourne 3000 |
| TIGA Finance PtyLtd, ACN 118 521 412 | Level 39, 55 Collins Street, Melbourne 3000 |
| TIGA(Hawthorn)PtyLtd,ACN 126 952 663 | Level 39,55 Collins Street,Melbourne 3000 |
| TIGA Tails PtyLtd, ACN 080 534 416 | Level 39, 55 Collins Street, Melbourne 3000 |
| Tiga TradingPtyLtd,ACN 118 961 210 | Level 39,55 Collins Street,Melbourne 3000 |
| Jasforce Pty Ltd, ACN 017 167 713 as trustee for the Alex Waislitz RetirementPlan |
c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
| Early Force Pty Ltd, ACN 103 134 363 as trustee for the Alex Waislitz PropertyInvestmentTrust |
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 |
| Waislitz Charitable Corporation Pty Ltd, ACN 163 623 612 as trusteefortheWaislitz FamilyFoundation |
Level 39, 55 Collins Street, Melbourne 3000 |
| Jamah Investments Pty Ltd, ACN 093 388 928 as trustee for the Jamah InvestmentTrust |
c/- Wilson Pateras, Ground Floor, 40 River Boulevard, Richmond 3121 |
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