Flinders Mines : Change in substantial holding

ASIC Form 604 - notice of change of interests of substantial holder - 11.04.16

Form 604 Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Flinders Mines Limited

ACN/ARSN 091 118 044

1. Details of substantial holder (1)

   Name The Todd Corporation Limited and its subsidiaries as listed in Annexure A (Subsidiaries), (together, Todd Group) and Head Trust Company Limited

   ACN/ARSN (if applicable) New Zealand company number 3491

   substantial holder on	08/04/2016
   The previous notice was given to the company on	17/03/2016
   The previous notice was dated	17/03/2016

   As none of these entities are entitled to be registered as holder of the shares, their ability to vote and dispose of these shares is qualified accordingly. There was a change in the interests of the

   
   

   
   

2. Previous and present voting power

   
   

   Class of securities (4)	Previous notice		Present notice
   	Person's votes	Voting power (5)	Person's votes	Voting power (5)
   Ordinary	540,356,842	18.41% based on	570,312,370	19.43% based on
   		2,934,648,754 ordinary		2,934,648,754 ordinary
   		shares on issue in Flinders		shares on issue in
   		Mines Limited		Flinders Mines Limited

   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:

   
   

   
   

3. Changes in relevant interests

   
   

   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
   05/04/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	Increase in relevant interest as a result of TIO (NZ) Limited's receipt of acceptances to its takeover offer dated 31 March 2016 (Takeover Offer)	The Offer Price ($0.013 per share) under the Takeover Offer	724,595 ordinary shares	724,595
   07/04/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	Increase in relevant interest as a result of TIO (NZ) Limited's receipt of acceptances to its Takeover Offer.	The Offer Price ($0.013 per share) under the Takeover Offer	7,213,856 ordinary shares	7,213,856
   08/04/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	Increase in relevant interest as a result of TIO (NZ) Limited's receipt of acceptances to its Takeover Offer.	The Offer Price ($0.013 per share) under the Takeover Offer	2,297,415 ordinary shares	2,297,415
   17/03/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	7,434,502 ordinary shares	7,434,502

   Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder 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:

   
   

   18/03/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	780,143 ordinary shares	780,143
   21/03/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	41,152 ordinary shares	41,152
   22/03/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	2,680,857 ordinary shares	2,680,857
   23/03/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	164,000 ordinary shares	164,000
   24/03/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	1,114,286 ordinary shares	1,114,286
   29/03/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	926,827 ordinary shares	926,827
   30/03/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	365,002 ordinary shares	365,002
   31/03/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	4,694,110 ordinary shares	4,694,110
   1/04/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	2,500 ordinary shares	2,500
   5/04/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	100,000 ordinary shares	100,000
   6/04/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	1,191,572 ordinary shares	1,191,572
   07/04/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	85,914 ordinary shares	85,914
   08/04/2016	The Todd Group (including TIO (NZ) Limited) and Head Trust Company Limited	On-market purchases by TIO (NZ) Limited	$0.0130 per share	138,797 ordinary shares	138,797

   
   

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 (8)

Nature of relevant interest (6)

Class and number of securities

Person's votes

Name				Address
The Todd Group Company Limited	and	Head	Trust	Level 15 The Todd Building, 95 Customhouse Quay, Wellington, 6011, New Zealand

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

TIO (NZ) Limited	TIO (NZ) Limited	TIO (NZ) Limited	Relevant interest under s608(1) of the Corporations Act 2001 (Cth): as a result of being the registered holder of the shares; pursuant to on-market purchases of shares, settlement of which has not yet occurred (Unsettled Trades); or pursuant to acceptances of the Takeover Offer, settlement of which has not yet occurred (Unsettled Acceptances). As TIO (NZ) Limited is not yet the registered holder of the shares the subject of the Unsettled Trades and the Unsettled Acceptances, its ability to vote and dispose of these shares is qualified accordingly.	570,312,370 ordinary shares	570,312,370
The Todd Group (other than TIO (NZ) Limited) and Head Trust Company Limited	TIO (NZ) Limited	TIO (NZ) Limited	Relevant interest in the shares referred to in the previous row arising under s608(3)(a) and/or s608(3)(b) of the Corporations Act 2001 (Cth). As none of these entities are entitled to be registered as holder of the shares, their ability to vote and dispose of these shares is qualified accordingly.	570,312,370 ordinary shares	570,312,370
Changes in association Addresses 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: The addresses of persons named in this form are as follows: Signature print name Christopher Robert Banks capacity Company Secretary
sign here			date 11/04/2016

This is Annexure A of 3 pages referred to in Form 604 (Notice of change of interests of substantial holder)

Signature:

Name: Chris Banks, Company Secretary

Date: 11 April 2016

Subsidiaries of The Todd Corporation Limited

Ara New Zealand Limited	Titanium Park Development Limited
Ara Vineyards Limited	Todd Bros. Limited
Ara Wines Limited	Todd Capital Limited
Ara Wines USA Limited	Todd Carbon Limited
Ara Wines USA LLC	Todd Central Limited
Balla One (Investments) Pty Limited	Todd Energy Canada Limited
Balla Two (Mining) Pty Limited	Todd Energy Limited
CM Platform Limited	Todd Energy International Pty Limited
Courtenay Nominees Limited	Todd Energy International Limited
Eagle Pharmaceutical Pty Limited	Todd Exploration Limited
Crest Energy Limited	Todd Family Office Limited
Crest Energy Kaipara Limited	Todd Industries Limited
Crest Energy Kaipara Limited	Todd International Investments Limited
Greenridge (Toowoomba) Pty Limited	Todd Land Holdings Limited
Greenridge Botanicals (Australia) Pty Limited	Todd LC Holdings Limited
GXL Royalties Limited	Todd LHS Limited
Health Distributors Australia Pty Limited	Todd Maari Limited
Heriot Nominees Limited	Todd Management Services Limited
Hydroco Limited	Todd Minerals Limited