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Form 603 - Notice of Initial Substantial Shareholder
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 603 – NOTICE OF INITIAL SUBSTANTIAL SHAREHOLDER
To:Company name/ Scheme Orion Minerals Limited
ACN/ ARSN 098 939 274
1. Details of substantial holder (1)
Name Wyllie Group Pty Ltd
ACN/ ARSN (if applicable) 93 008 763 120
The holder became substantial on 23/04/2019
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 shareholder because a substantial shareholder are as follows:
Class of securities (4) Number of securities Person’s votes (5) Voting Power (6)
Ordinary Shares 109,760,360 109,760,360 5.67%
3. Details of relevant interests
The nature of, a relevant interest of 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
Wyllie Group Pty Ltd Registered Holder ORD 109,760,360
4. Details of present registered holders
The persons registered as holders of the securities referred to in 3 paragraph above are as follows:
Person entitled to be registered
Holder of relevant interest Registered holder of securities as holder (8) Class and number of securities
Wyllie Group Pty Ltd Wyllie Group Pty Ltd Wyllie Group Pty Ltd ORD 109,760,360
5. Consideration
The persons registered as holders of the securities referred to in 3 paragraph above are as follows:
Holder of relevant interest Date of acquisition Consideration (9) Class and number of securities
Cash Non-cash
see Appendix A
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial shareholder are as follows:
Name and ACN/ARSN (if applicable) Nature of association
7. Addresses
The addresses of persons named in this form are as follows:
Name Address
Wyllie Group Pty Ltd Level 19, 225 St George’s Terrace Perth WA 6000
Signature
print name Todd Morcombe capacity Company Secretary
sign here date 30/04/2019
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 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 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.
Appendix A
This is Appendix A of 1 page referred to in the Form 603 (Notice of Initial Substantial Holder) signed by me and dated
5. Consideration
Holder of relevant interest Date of acquisition Consideration Class and Number of
securities
cash non-cash
Wylie Group Pty Ltd 03/08/2018 $1,000,000.00 - ORD 27,027,027
Wylie Group Pty Ltd 15/08/2018 $1,574,743.42 - ORD 42,433,333
Wylie Group Pty Ltd 03/01/2019 $147,500.000 - ORD 7,800,000
Wylie Group Pty Ltd 25/01/2019 $57,065.00 - ORD 3,000,000
Wylie Group Pty Ltd 13/02/2019 $85,500.00 - ORD 4,500,000
Wylie Group Pty Ltd 23/04/2019 $1,000,000.00 - ORD 25,000,000
___________________
Todd Morcombe
Company Secretary
Wyllie Group Pty Ltd
ENQUIRIES
Investors Media JSE Sponsor
Errol Smart – Managing Nicholas Read Barnaby Hayward Rick Irving
Director & CEO
Denis Waddell – Chairman Read Corporate, Australia Tavistock, UK Merchantec Capital
T: +61 (0) 3 8080 7170 T: +61 (0) 419 929 046 T: +44 (0) 787 955 1355 T: +27 (0) 11 325 6363
E: info@orionminerals.com.au E: nicholas@readcorporate.com.au E: orion@tavistock.co.uk E:rick@merchantec.co.za
Suite 617, 530 Little Collins Street
Melbourne, VIC, 3000
Date: 02/05/2019 10:37:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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