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ORION MINERALS LIMITED - Form 604 - Corporations Act 2001, Section 671B - Notice of change in interests of substantial holder

Release Date: 13/08/2020 12:18
Code(s): ORN     PDF:  
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Form 604 - Corporations Act 2001, Section 671B - Notice of change in interests of substantial holder

Orion Minerals Limited
Incorporated in the Commonwealth of Australia
Australian Company Number 098 939 274
ASX share code: ORN
JSE share code: ORN
ISIN: AU000000ORN1
(“Orion” or “the Company”)


Form 604
Corporations Act 2001
Section 671B

Notice of change in interests of substantial holder



To Company Name/Scheme                 Orion Minerals Limited


ABN                                    76 098 939 274



1. Details of substantial holder (1)


Name                                   Wyllie Group Pty Ltd ACN 008 763 120

ACN/ARSN (if applicable)               008 763 120


There was a change in the interests    12/08/2020
of the substantial holder on
The previous notice was given to       30/04/2019
the company on
The previous notice was dated          30/04/2019



2. Previous and present 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 when last required, and when now
required, to give a substantial holding notice to the company or scheme, are as follows:


                                       Previous notice                        Present notice

Class of securities (4)                Person’s votes     Voting power (5)    Person’s votes   Voting power (5)

ORD                                    109,760,360        5.67%               219,045,427      6.76%


3. Changes in relevant interests

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 as follows:

Date   of     Person whose relevant     Nature of change      Consideration      Class and                 Person’s votes
change        interest changed          (6)                   given in           number of                 affected
                                                              relation to        securities
                                                              change (7)         affected
                                        
24/09/2019    Wyllie Group Pty Ltd      Conversion of           $1,000,000       38,461,538 ORD            38,461,538
                                        notes

01/11/2019    Wyllie Group Pty Ltd      Placement               $300,000         12,000,000 ORD            12,000,000

04/08/2020    Wyllie Group Pty Ltd      Placement               $1,000,000       58,823,529 ORD            58,823,529


4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of     Registered holder of      Person entitled to   Nature of relevant     Class and           Person’s
relevant      securities                be registered as     (6)                    number of           votes
Interest                                holder (8)                                  securities

Wyllie        Wyllie Group Pty Ltd      Wyllie Group Pty     Registered holder      219,045,427 ORD     219,045,427
Group Pty                               Ltd                     
Ltd                                        

Rhonda        Wyllie Group Pty Ltd      Wyllie Group Pty     Taken under             As above           As above
Wyllie                                  Ltd                  section 608(3)(a) of
                                                             the Corporations
                                                             Act to have a
                                                             relevant interest by             
                                                             reason of having
                                                             voting power
                                                             above 20% in Wyllie
                                                             Group Pty Ltd
                                                             


5. Changes in association

The persons who have become associates (2) of, ceased to be associated 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                                      N/A


6. Addresses

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

Name                                                 Address


Wyllie Group Pty Ltd ACN 008 763 120                 Level 19, 225 St George Terrace, Perth WA

Rhonda Wyllie                                        3 Bateman Street, Mosman Park, WA



Signature


print name      Todd Morcombe                                             capacity       Company Secretary


Sign here                                                                 Date           12/8/2020

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 4 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 Corporation Act 2001.


(4)   The voting shares of a company constitute one class unless divided into separate classes.

(5)   The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

(6)   Include details of:
      (a)    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

      (b)    any qualification of the power of a person to exercise, control the exercise of, or influence
             the exercise of, the voting powers of 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.

(7)   Details of the consideration must include any and all benefits, moneys 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.

(8)   The voting shares of a company constitute one class unless divided into separate classes.


(9)   Give details, if appropriate, of the present association and any change in that association since
      the last substantial holding notice.

Date: 13-08-2020 12:18:00
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