Form 603
Corporations Act 2001
Holder of relevant interest | Nature of relevant interest (7) | Class and number of securities |
Finder | Restriction on disposal of shares under mandatory escrow arrangements, imposed in accordance with the ASX Listing Rules and disclosed in Finder's Prospectus dated 25 February 2022, give Finder a relevant interest in iits own shares under section 608(1)(c) of the Corporations Act 2001 (Cth) (Corporations Act). However, Finder has no right to acquire these shares or to control the voting rights attached to these shares. See Annexure B for a template of the Appendix 9A restriction deed that Finder has entered into with Longreach. | 82,500,000 ordinary shares |
Longreach Capital Investment Pty Ltd (Longreach) | Longreach is taken to have the same relevant interest in Finder as Finder's relevant interest by virtue of section 608(3)(b) of the Corporations Act as a result of having control in Finder. | 82,500,000 ordinary shares |
Ostby Pty Ltd | Ostby Pty Ltd is taken to have the same relevant interest in Finder as Longreach's relevant interest by virtue of section 608(3)(b) of the Corporations Act as a result of having control in Longreach. | 82,500,000 ordinary shares |
To: Company Name/Scheme ACN/ARSN
1. Details of substantial holder (1)
Name
ACN/ARSN (if applicable)
The holder became a substantial shareholder on:
2. Details of voting power
Section 671B
Notice of initial substantial holder
Finder Energy Holdings Limited (Finder) 656 811 719
Finder Energy Holdings Limited ACN 656 811 719 and its subsdiaries named in Annexure A to this form 656 811 719
4 April 2022
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) |
ORD | 82,500,000 | 82,500,000 | 52.38% (on the basis that Finder has 157,500,000 Shares on issue) |
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:
Name and ACN/ARSN (if applicable) | Nature of association |
Longreach | Longreach is an associate of Finder as it has the power to control Finder (section 12(2)(a)(ii) of the Corporations Act). |
Ostby Pty Ltd | Ostby Pty Ltd is an associate of Finder as it has the power to control Longreach (section 12(2)(a)(ii) of the Corporations Act). |
Larsen Pty Ltd | Larsen Pty Ltd is an associate of Finder as it has the power to control Longreach (section 12(2)(a)(ii) of the Corporations Act). |
Jan Jeon Emmar Ostby | Jan Jeon Emmar Ostby is an associate of Finder as it has the power to control Longreach (section 12(2)(a)(ii) of the Corporations Act). |
Odd Arne Larsen | Odd Arne Larsen is an associate of Finder as it has the power to control Longreach (section 12(2)(a)(ii) of the Corporations Act). |
Larsen Pty | Larsen Pty Ltd is taken to have the same relevant interest in Finder as Longreach's relevant interest by virtue of section 608(3)(b) of the Corporations Act as a result of having control in Longreach.. | 82,500,000 ordinary shares |
Jan Jeon Emmar Ostby | Jan Jeon Emmar Ostby is taken to have the same relevant interest in Finder as Longreach's relevant interest by virtue of section 608(3)(b) of the Corporations Act as a result of having control in Longreach.. | 82,500,000 ordinary shares |
Odd Arne Larsen | Odd Arne Larsen is taken to have the same relevant interest in Finder as Longreach's relevant interest by virtue of section 608(3)(b) of the Corporations Act as a result of having control in Longreach.. | 82,500,000 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 |
Longreach | Longreach | Longreach | 82,500,000 ordinary shares |
Ostby Pty Ltd | Longreach | Longreach | 82,500,000 ordinary shares |
Larsen Pty, Ltd, | Longreach | Longreach | 82,500,000 ordinary shares |
Jan Jeon Emmar Ostby | Longreach | Longreach | 82,500,000 ordinary shares |
Odd Arne Larsen | Longreach | Longreach | 82,500,000 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) | Class and number of securities |
Cash | Non-cash | ||
Finder, Ostby Pty Ltd, Larsen Pty, Ltd, Jan Jeon Emmar Ostby and Odd Arne Larsen | N/A | No consideration paid. Relevant interest acquired under mandatory escrow arrangements. | 82,500,000 ordinary shares |
Longreach | 4 April 2022 | Consideration paid - see separate Form 603 released on the date of this notice. | 82,500,000 ordinary shares |
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
7. Addresses
The addresses of the persons named in this form are as follows:
Name | Address |
Finder | Suite 1, Level 4, South Shore Centre, 83-85 South Perth Esplanade, South Perth WA 6151 |
Longreach | Suite 1, Level 4, South Shore Centre, 83-85 South Perth Esplanade, South Perth WA 6151 |
Ostby Pty Ltd | Suite 1, Level 4, South Shore Centre, 83-85 South Perth Esplanade, South Perth WA 6151 |
Larsen Pty Ltd | Suite 1, Level 4, South Shore Centre, 83-85 South Perth Esplanade, South Perth WA 6151 |
Jan Jeon Emmar Ostby | 10 Tobago Rise, Hillarys WA 6025 |
Odd Arne Larsen | 67 Melville Beach Road, Applecross WA 6153 |
Signature
print nameAnthony Benino
Company Secretary
sign here
date 11/4/22
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 the 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.
(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.
Annexure A - Finder subsidiaries
This is the annexure of 1 page marked Annexure A mentioned in the ASIC Form 603 (Notice of initial substantial holder)
signed by me and dated 11 April 2022
........................................................... Anthony Benino
Company Secretary
Finder Energy Holdings Limited
Finder Subsidiaries
Name | ACN |
Finder Operations Pty Ltd | 112 222 563 |
Finder No. 1 Pty Ltd | 140 866 137 |
Finder No 3 Pty Ltd | 140 866 093 |
Finder No 4 Pty Ltd | 140 866 100 |
Finder No 7 Pty Ltd | 149 573 768 |
Finder No. 9 Pty Ltd | 150 236 445 |
Finder No. 10 Pty Ltd | 150 236 472 |
Finder No 11 Pty Ltd | 150 236 481 |
Finder No 13 Pty Ltd | 153 234 854 |
Finder No 14 Pty Ltd | 153 234 943 |
Finder No. 16 Pty Ltd | 632 177 381 |
The addresses of all above listed entities is Suite 1, Level 4, 85 South Perth Esplanade, South Perth WA 6151, Australia except as follows:
Name | Company Number | Registered Address |
Finder Energy UK Limited | 12227103 | c/o TMF Group, 8th Floor, 20 Farringdon Street, London, EC4A 4AB, United Kingdom |
Annexure B - template of Appendix 9A Restriction Deed
This is the annexure of 5 pages marked Annexure B mentioned in the ASIC Form 603 (Notice of initial substantial holder) signed by me and dated 11 April 2022
...........................................................
Anthony Benino
Company Secretary
Finder Energy Holdings Limited
82,500,000 shares were classified by ASX as restricted securities (Restricted Securities). These Restricted Securities are subject to ASX imposed mandatory escrow until 8 April 2024, being 24 months after the date of commencement of official quotation.
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Finder Energy Ltd. published this content on 12 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 April 2022 01:50:01 UTC.