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TISSUE REPAIR LTD Major Shareholding Notification 2021

Nov 21, 2021

65953_rns_2021-11-21_14c25550-bbfc-47b2-ad89-7e8bfa03e4cc.pdf

Major Shareholding Notification

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603 Page 1 of 3 15 July 2001

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Name/Scheme Tissue Repair Ltd

ACN/ARSN 158 411 566

1. Details of substantial holder (1)

Name Tony Charara and Spark Capital Pty Limited

ACN/ARSN (if applicable) 123 370 114

The holder became a substantial holder on 18 / 11 / 2021

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4) Number of securities Person's votes (5) Voting power (6)
Ordinary shares 4,895,336 4,895,336 8.10%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest Nature of relevant interest (7) Class and number of securities
Spark Capital Pty Ltd Spark Capital Pty Ltd has a
"relevant interst" pursuant to
section 608(1)(a) of the
Corporations Act 2001 (Cth) as
the holder of the shares.
4,822,260 ordinary
shares
Tony Charara Tony Charara has a "relevant
interest" in 73,076 ordinary
shares pursuant to section
608(1)(a) of the Corporations
Act 2001 (Cth) as the holder of
the shares.
Tony Charara has a "relevant
interest" in 4,822,260 ordinary
shares pursuant to sections
608(1)(b) and 608(c) of the
Corporations Act 2001 (Cth) as
he has the power to exercise
voting rights and power to
dispose of the shares.
4,895,336 ordinary
shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder (8)
Class and number of securities
Spark Capital Pty
Ltd
Tony Charara
Spark Capital Pty
Ltd
Spark Capital Pty
Ltd
4,822,260 ordinary
shares

603 Page 2 of 3 15 July 2001

Tony Charara Tony Charara Tony Charara 73,076 ordinary shares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant
interest
Date of acquisition Consideration (9) Consideration (9) Class and number of securities
Cash Non-cash
Spark Capital Pty
Ltd
Acquired prior to
the 4 month
period
4,822,260 ordinary
shares
Tony Charara 19 November 2021
and 22 November
2021
$49,364.53 73,076ordinary shares

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable) Nature of association
N/A N/A

7. Addresses

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

Name Address
Spark Capital Pty Ltd Level 12, 255 Pitt Street, Sydney NSW 2000
Tony Charara Level 12, 255 Pitt Street, Sydney NSW 2000

Signature

ure
print name
sign here
Tony Charara
capacity
Director of Spark Capital Pty Ltd
date
/
/
22 11 2021

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 7 of the form.

  • (2) See the definition of "associate" in section 9 of the Corporations 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 total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

  • (6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

  • (7) Include details of:

  • (a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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

603 Page 3 of 3 15 July 2001

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.

  • (8) 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".

  • (9) 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 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.