BRADKEN LIMITED To From | ASX Market Announcements, Melbourne Alberto Colla | Telephone | +61 3 8608 2000 |
Bart Oude-Vrielink | Telephone Our Ref | +61 3 8608 2000 AXC 1140705 |
Dear Sir/Madam,
We act for Hitachi Construction Machinery Co., Ltd. (HCM) and its wholly owned subsidiaries and associates (HCM & Hitachi Group).
On behalf of HCM and the HCM & Hitachi Group, we attach a change of interest of substantial holder notice under section 671B(1)(b) of the Corporations Act 2001 (Cth) in relation to HCM's off market takeover bid for all of the ordinary shares in Bradken Limited (ASX:BKN).
A copy of this notice has been provide to Bradken Limited. Yours faithfully
Alberto Colla Partner Bart Oude-Vrielink PartnerLevel 23 Rialto Towers 525 Collins Street Melbourne VIC 3000 Australia DX 204 Melbourne
If you do not receive all pages please telephone +61 3 8608 2898
IMPORTANT - The contents of this facsimile may be privileged and confidential. Any unauthorised use of the contents is expressly prohibited. If you have received the document in error, please advise us by telephone (reverse charges) immediately and then shred the document. Thank you.
ME_134399704_1
Class of securities (4) | Previous notice | Present notice | ||
Person's votes | Voting power (5) | Person's votes | Voting power (5) | |
Fully paid ordinary shares (Bradken Shares) | 3,648,690 | 1.7710% | 6,047,485 | 2.9353% |
Date of change | Person whose relevant interest changed | Nature of change (6) | Consideration given in relation to change (7) | Class and number of securities affected | Person's votes affected |
Between 14 November 2016 and 16 November 2016 | The persons listed in Item 1 | Acquisition of a | Under the terms of the HCM Offer as set out in the Bidder's Statement | 2,398,795 fully paid ordinary shares | 1.1643% |
relevant interest in | |||||
Bradken Shares | |||||
under contracts arising on acceptance of the offer for Bradken Shares | |||||
(HCM Offer) as set | |||||
out in the Bidder's | |||||
Statement |
Holder of relevant interest | Registered holder of securities | Person entitled to be registered as holder (8) | Nature of relevant interest (6) | Class and number of securities | Person's votes |
The persons listed in Item 1 | Various persons who have accepted the Offer | HCM, subject to the terms of the HCM Offer | The relevant interest of these parties is held under section 608(8) of the Corporations Act as a result of the acceptances of the HCM Offer | 6,047,485 fully paid ordinary shares | 2.9353% |
604 GUIDE page 1/1 13 March 2000
Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder | |
To Company Name/Scheme ACN/ARSN 1. Details of substantial holder (1) Name ACN/ARSN (if applicable) | Bradken Limited |
108 693 009 | |
Hitachi Construction Machinery Co., Ltd. (HCM), Hitachi, Ltd. (Hitachi) and each entity listed in Annexure A (HCM & Hitachi Group) in accordance with section 671B(1)(b) of the Corporations Act 2001 (Cth) in connection with HCM's off- market takeover bid for Bradken Limited as set out in its Bidder's Statement dated 25 October 2016 (Bidder's Statement). | |
N/A | |
There was a change in the interests of the substantial holder on 16/11/2016 The previous notice was given to the company on 14/11/2016 The previous notice was dated 14/11/2016
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: 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: Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: | |
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:
Name and ACN/ARSN (if applicable)
Nature of association
N/A
Addresses
The addresses of persons named in this form are as follows:
Name | Address |
The persons listed in Item 1 | 16-1, 2-chome, Higashiueno, Taito-ku, Tokyo 110-0015, Japan |
print name Alberto Colla capacity
Authorised by the parties named in paragraph 1 of this notice to sign the notice for and on behalf of each of them
sign here date 17/11/2016
DIRECTIONS
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.
See the definition of "associate" in section 9 of the Corporations Act 2001.
See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
The voting shares of a company constitute one class unless divided into separate classes.
The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
Include details of:
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
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 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 on 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) write "unknown'".
Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
-
Annexure A
This is Annexure A of 15 pages referred to in the Form 604 Notice of change of interest of substantial holder dated 17/11/2016
Signature
print name Alberto Colla, Partner, Minter Ellison capacity
Authorised by the parties named in Item 1 of this notice to sign the notice for and on behalf of each of them
sign here date17/11/2016 LG Hitachi Ltd.
HCM & Hitachi GroupHITACHI PAYMENT SERVICES PRIVATE LIMITED
HITACHI EBWORX SDN.BHD.
HITACHI EBWORX INTERNATIONAL PTE. LTD.
HITACHI EBWORX TECHNOLOGY (CHENGDU) CO. LTD
HITACHI EBWORX (INDO-CHINA) CO. LTD
DIGITAL NERVOUS SYSTEM SDN BHD
SPRINGWORX TECHNOVATIONS SDN BHD
PT HITACHI EBWORK INDONESIA
HOKENSO SDN, BHD.
BEIJING HITACHI HUASUN INFORMATION SYSTEMS CO.,LTD.
HITACHI BEIJING TECH INFORMATION SYSTEMS CO.,LTD.
Hitachi Government and Public Sector Systems, Ltd.
HITACHI INFORMATION & TELECOMMUNICATION ENGINEERING, LTD.
Hitachi ULSI Systems Co., Ltd.
HITACHI COMPUTER PRODUCTS (AMERICA),INC.
HITACHI COMPUTER PRODUCTS (EUROPE) S.A.S
Hitachi You and I Co., Ltd.
Hitachi Consulting Co., Ltd.
HITACHI INFORMATION & TELECOMMUNICATION MANUFACTURING, LTD.
HITACHI INFORMATION ENGINEERING, LTD.
Hitachi ICT Business Services, Ltd.
Hitachi Information Academy Co., Ltd.
HITACHI ASIA (TAIWAN) CO., LTD.
ALAXALA Networks corporation
HITACHI TECHNICAL COMMUNICATIONS CO., LTD.
HITACHI DATA SYSTEMS CORP. (U.S.A.)
HITACHI DATA SYSTEMS FEDERAL CORPORATION
HITACHI DATA SYSTEMS COMPUTADORES DO BRAZIL,LTDA.
HITACHI DATA SYSTEMS COLOMBIA S.A.S.
HITACHI DATA SYSTEMS, S.A. DE C.V.(MEXICO)
HITACHI DATA SYSTEMS C.A. (VENEZUELA)
HITACHI DATA SYSTEMS (CHILE) LIMITADA
HITACHI DATA SYSTEMS A.B. (SWEDEN)
HITACHI DATA SYSTEMS A/S (DENMARK)
HITACHI DATA SYSTEMS A/S (NORWAY)
HITACHI DATA SYSTEMS AG (SWITZERLAND)
HITACHI DATA SYSTEMS AUSTRALIA PTY. LTD.
HITACHI DATA SYSTEMS CREDIT CORP. (U.S.A.)
HITACHI DATA SYSTEMS CREDIT CORP. AUSTRALIA PTY. LTD.
HITACHI DATA SYSTEMS EUROPE HOLDINGS B.V. (NETERLANDS)
HITACHI DATA SYSTEMS GMBH (GERMANY)
HITACHI DATA SYSTEMS GMBH (AUSTRIA)
HITACHI DATA SYSTEMS (IRELAND) LIMITED
HITACHI DATA SYSTEMS INC. (CANADA)
HITACHI DATA SYSTEMS LTD. (HONG KONG)
HITACHI DATA SYSTEMS LTD. (U.K.)
HITACHI DATA SYSTEMS NEW ZEALAND LTD.
HITACHI DATA SYSTEMS PTE. LTD. (SINGAPORE)
HITACHI DATA SYSTEMS ASIA PACIFIC PTY.LTD.(AUSTRALIA)
HITACHI DATA SYSTEMS S.A. (ARGENTINA)
HITACHI DATA SYSTEMS N.V. / S.A. (BELGIUM)
Bradken Limited published this content on 16 November 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 16 November 2016 22:33:11 UTC.
Original documenthttp://clients3.weblink.com.au/pdf/BKN/01802912.pdf
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