SPH Notices – Multiple
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8299131_1
Disclosure of ceasing to have substantial holding
Section 279, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited
Date this disclosure made: 06/12/17
Date last disclosure made: 02/10/2015
Date on which substantial holding ceased: 06/12/17
Substantial product holder(s) giving disclosure
Full name(s): Maryanne Owens and Mark Andrew Owens
Summary of previous substantial holding
Class of quoted voting products: ordinary shares
Summary for Maryanne Owens and Mark Andrew Owens
For last disclosure,—
(a) total number held in class: 10,000,000
(b) total in class: 115,060,279
(c) total percentage held in class: 8.691%
For current holding after ceasing to have substantial holding,—
(a) total number held in class: 39,340
(b) total in class: 79,119,480
(c) total percentage held in class: 0.050%
Details of transactions and events giving rise to ceasing of substantial holding
Details of the transactions or other events requiring disclosure:
On the date of this notice Bethunes Investments Limited has consolidated its shares and
issued 78,666,670 new ordinary shares to various parties. The resulting dilution has
caused Maryanne Owens and Mark Andrew Owens to cease to be substantial product
holders.
Additional information
Address(es) of substantial product holder(s): Attn: Mark Owens, P O Box 105846,
Auckland City 1143
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8299131_1
Contact details: mark@tracyisland.nz
Nature of connection between substantial product holders: Spouse
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: N/A
Certification
I, Matthew Wallace Yates, certify that, to the best of my knowledge and belief, the
information contained in this disclosure is correct and that I am duly authorised to make
this disclosure by all persons for whom it is made.
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8299188_1
Disclosure of ceasing to have substantial holding
Section 279, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited
Date this disclosure made: 06/12/17
Date last disclosure made: 02/10/2015
Date on which substantial holding ceased: 06/12/17
Substantial product holder(s) giving disclosure
Full name(s): Ronald Alfred Brierley
Summary of previous substantial holding
Class of quoted voting products: ordinary shares
Summary for Ronald Alfred Brierley
For last disclosure,—
(a) total number held in class: 11,000,000
(b) total in class: 115,060,279
(c) total percentage held in class: 9.560%
For current holding after ceasing to have substantial holding,—
(a) total number held in class: 43,274
(b) total in class: 79,119,480
(c) total percentage held in class: 0.055%
Details of transactions and events giving rise to ceasing of substantial holding
Details of the transactions or other events requiring disclosure:
On the date of this notice Bethunes Investments Limited has consolidated its shares and
issued 78,666,670 new ordinary shares to various parties. The resulting dilution has
caused Ronald Alfred Brierley to cease to be a substantial product holder.
Additional information
Address(es) of substantial product holder(s): Sir Ron Brierley, PO Box R231, Royal
Exchange, Sydney, NSW 1225, Australia
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8299188_1
Contact details: rab@mercinv.com.au
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: N/A
Certification
I, Matthew Wallace Yates, certify that, to the best of my knowledge and belief, the
information contained in this disclosure is correct and that I am duly authorised to make
this disclosure by all persons for whom it is made.
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8299706_1
Disclosure of ceasing to have substantial holding
Section 279, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited
Date this disclosure made: 06/12/17
Date last disclosure made: 01/10/2015
Date on which substantial holding ceased: 06/12/17
Substantial product holder(s) giving disclosure
Full name(s): Cazna (2904) Limited
Summary of previous substantial holding
Class of quoted voting products: ordinary shares
Summary for Cazna (2904) Limited
For last disclosure,—
(a) total number held in class: 11,666,667
(b) total in class: 115,060,279
(c) total percentage held in class: 10.140%
For current holding after ceasing to have substantial holding,—
(a) total number held in class: 45,897
(b) total in class: 79,119,480
(c) total percentage held in class: 0.058%
Details of transactions and events giving rise to ceasing of substantial holding
Details of the transactions or other events requiring disclosure:
On the date of this notice Bethunes Investments Limited has consolidated its shares and
issued 78,666,670 new ordinary shares to various parties. The resulting dilution has
caused Cazna (2904) Limited to cease to be a substantial product holder.
Additional information
Address(es) of substantial product holder(s): Cazna (2904) Limited, Attn: Paul Keeling,
Cazna (2904) Limited, <Douglas Goodfellow Charitable A/C> PO Box 2080, Shortland
Street, Auckland 1140
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8299706_1
Contact details: Paul_keeling@xtra.co.nz
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: N/A
Certification
I, Matthew Wallace Yates, certify that, to the best of my knowledge and belief, the
information contained in this disclosure is correct and that I am duly authorised to make
this disclosure by all persons for whom it is made.
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8300022_1
Disclosure of ceasing to have substantial holding
Section 279, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited
Date this disclosure made: 06/12/17
Date last disclosure made: 01/10/2015
Date on which substantial holding ceased: 06/12/17
Substantial product holder(s) giving disclosure
Full name(s): Christopher Grant Swasbrook and Charlotte Swasbrook; Christopher Grant
Swasbrook
Summary of previous substantial holding
Class of quoted voting products: ordinary shares
Summary for Christopher Grant Swasbrook and Charlotte Swasbrook; Christopher Grant
Swasbrook
For last disclosure,—
(a) total number held in class: 12,000,000
(b) total in class: 115,060,279
(c) total percentage held in class: 10.429%
For current holding after ceasing to have substantial holding,—
(a) total number held in class: 47,208
(b) total in class: 79,119,480
(c) total percentage held in class: 0.060%
Details of transactions and events giving rise to ceasing of substantial holding
Details of the transactions or other events requiring disclosure:
On the date of this notice Bethunes Investments Limited has consolidated its shares and
issued 78,666,670 new ordinary shares to various parties. The resulting dilution has
caused Christopher Grant Swasbrook and Charlotte Swasbrook, and Christopher Grant
Swasbrook (who has a relevant interest in shares held by Elevation Capital Management
Limited) to cease to be substantial product holders.
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8300022_1
Additional information
Address(es) of substantial product holder(s):
Christopher Grant Swasbrook and Charlotte Swasbrook: PO Box 911145, Victoria Street
West, Auckland 1142
Christopher Grant Swasbrook for Elevation Capital Management Limited: Elevation Capital
Management Limited, 1 Akaroa Street, Parnell, Auckland 1052
Contact details:
Christopher Grant Swasbrook and Charlotte Swasbrook: cswasbrook@xtra.co.nz
Christopher Grant Swasbrook for Elevation Capital Management Limited: Attn: Richard
Milson richard.milsom@elevationcapital.co.nz
Nature of connection between substantial product holders:
Christopher Grant Swasbrook and Charlotte Swasbrook: Spouse
Christopher Grant Swasbrook and Elevation Capital Management Limited: Director and
indirect majority shareholder
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: N/A
Disclosure has effect for purposes of directors’ and senior managers’ disclosure
Christopher Grant Swasbrook is also a director of Bethunes Investments Limited. This
disclosure also constitutes disclosure for the purposes of the directors’ and senior
managers’ disclosure obligations.
Certification
I, Matthew Wallace Yates, certify that, to the best of my knowledge and belief, the
information contained in this disclosure is correct and that I am duly authorised to make
this disclosure by all persons for whom it is made.
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100080615/3821102.1
1
Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited (company number 1015212)
(NZX:BIL)
Date this disclosure made: 6 December 2017
Date on which substantial holding began: 6 December 2017
Substantial product holder(s) giving disclosure
Full name(s): Transport Investments Limited (NZ company
number 561121) (to be renamed Bowker
Holdings 99 Limited)
Summary of substantial holding
Class of quoted voting products: Ordinary shares
Summary for Transport Investments Limited (NZ company
number 561121) (to be renamed Bowker
Holdings 99 Limited)
For this disclosure,—
(a) total number held in class: 66,869,664
(b) total in class: 79,119,480
(c) total percentage held in class: 84.517%
Details of relevant interests
Details for Transport Investments Limited (NZ company
number 561121) (to be renamed Bowker
Holdings 99 Limited)
Nature of relevant interest(s): Registered holder and beneficial owner of
ordinary shares in Bethunes Investments
Limited
For that relevant interest,—
(a) number held in class: 66,869,664
(b) percentage held in class: 84.517%
(c) current registered holder(s): N/A
100080615/3821102.1
2
(d) registered holder(s) Transport Investments Limited
once transfers are registered: (company number 561121) (to be renamed Bowker
Holdings 99 Limited)
Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure:
Allotment of 66,869,664 ordinary shares in Bethunes Investments Limited to Transport
Investments Limited (NZ company number 561121) (to be renamed Bowker Holdings 99
Limited) on 6 December 2017 for an issue price of $1.50 per share pursuant to an Asset
and Share Sale Agreement relating to Transport Investments Limited and TIL Logistics
Group Limited dated 26 October 2017.
Additional information
Address(es) of substantial product holder(s): 330 Devon Street East, New Plymouth 4310
Contact details: Jim Ramsay, (06) 755 9990, jim.ramsay@til.kiwi
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: James Ramsay, Nerida Joy Ramsay and RMY
Trustees (2010) Limited; Greg Whitham; Alan Terris; Kevin Smith; Kaylene Stewart, Larry
Stewart and SR Taranaki Trustees Limited
Certification
I, James Ramsay, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.
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100080615/3821102.1
1
Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited (company number 1015212)
(NZX:BIL)
Date this disclosure made: 6 December 2017
Date on which substantial holding began: 6 December 2017
Substantial product holder(s) giving disclosure
Full name(s): Alan Paul Terris
Summary of substantial holding
Class of quoted voting products: Ordinary shares
Summary for Alan Paul Terris
For this disclosure,—
(a) total number held in class: 67,869,664
(b) total in class: 79,119,480
(c) total percentage held in class: 85.781%
Details of relevant interests
Details for Alan Paul Terris
Nature of relevant interest(s): Registered holder and beneficial owner of
ordinary shares in Bethunes Investments
Limited in his capacity as trustee of the A&M
Terris Family Trust.
For that relevant interest,—
(a) number held in class: 1,000,000
(b) percentage held in class: 1.264%
(c) current registered holder(s): N/A
(d) registered holder(s) once transfers are registered: Alan Paul Terris, Moya Ruth
Terris and Terris Trustee Limited (jointly)
100080615/3821102.1
2
Details for Alan Paul Terris
Nature of relevant interest(s): Alan Paul Terris has the power to exercise the
right to vote attached to 20% or more of the
voting rights of each of Hooker Bros.
Investments Limited and Hooker Bros (1989)
Limited (“Hooker Bros. Entities”), resulting
in the same relevant interest in the financial
products of Bethunes Investments Limited
held by each of the Hooker Bros. Entities. The
Hooker Bros. Entites each have the power to
exercise the right to vote attached to 20% or
more of the voting rights of Transport
Investments Limited (NZ company number
561121) (to be renamed Bowker Holdings 99
Limited), resulting in the same relevant
interest in the financial products of Bethunes
Investments Limited held by Transport
Investments Limited (NZ company number
561121) (to be renamed Bowker Holdings 99
Limited).
For that relevant interest,—
(a) number held in class: 66,869,664
(b) percentage held in class: 84.517%
(c) current registered holder(s): N/A
(d) registered holder(s)
once transfers are registered: Transport Investments Limited
(company number 561121) (to be renamed Bowker
Holdings 99 Limited)
Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure:
Allotment of 1,000,000 ordinary shares in Bethunes Investments Limited to Alan Paul
Terris, Moya Ruth Terris and Terris Trustee Limited (jointly), in their capacity as trustees of
the A&M Terris Family Trust, on 6 December 2017 for an issue price of $1.50 per share
pursuant to a Private Placement Agreement dated 17 November 2017.
Allotment of 66,869,664 ordinary shares in Bethunes Investments Limited to Transport
Investments Limited (NZ company number 561121) (to be renamed Bowker Holdings 99
Limited) on 6 December 2017 for an issue price of $1.50 per share pursuant to an Asset
and Share Sale Agreement relating to Transport Investments Limited and TIL Logistics
Group Limited dated 26 October 2017.
100080615/3821102.1
3
Additional information
Address(es) of substantial product holder(s): C/- Reeves Middleton Young, 136 Powderham
Street, New Plymouth 4310
Contact details: Alan Terris, 027 442 7743, theterrises@gmail.com
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: Transport Investments Limited; James Ramsay,
Nerida Joy Ramsay and RMY Trustees (2010) Limited; Gregory Whitham; Kevin Smith;
Kaylene Stewart, Larry Stewart and SR Taranaki Trustees Limited
Disclosure has effect for purposes of directors’ and senior managers’ disclosure
Alan Paul Terris is also a senior manager of Bethunes Investments Limited. This disclosure
also constitutes disclosure for the purposes of the directors’ and senior managers’
disclosure obligations.
Certification
I, Alan Paul Terris, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.
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100080615/3821102.1
1
Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited (company number 1015212)
(NZX:BIL)
Date this disclosure made: 6 December 2017
Date on which substantial holding began: 6 December 2017
Substantial product holder(s) giving disclosure
Full name(s): James Ramsay, Nerida Joy Ramsay and RMY
Trustees (2010) Limited (“Ramsay
Trustees”)
Summary of substantial holding
Class of quoted voting products: Ordinary shares
Summary for Ramsay Trustees
For this disclosure,—
(a) total number held in class: 68,202,998
(b) total in class: 79,119,480
(c) total percentage held in class: 86.203%
Details of relevant interests
Details for Ramsay Trustees
Nature of relevant interest(s): Registered holders and beneficial owners
(jointly), in their capacity as trustees of the
James Ramsay Family Trust, of 666,667
ordinary shares in Bethunes Investments
Limited
For that relevant interest,—
(a) number held in class: 666,667
(b) percentage held in class: 0.843%
(c) current registered holder(s): N/A
100080615/3821102.1
2
(d) registered holder(s) once transfers are registered: James Ramsay, Nerida Joy
Ramsay and RMY Trustees (2010) Limited (jointly)
Details for Ramsay Trustees
Nature of relevant interest(s): Registered holders and beneficial owners
(jointly), in their capacity as trustees of the
Nerida Joy Ramsay Family Trust, of 666,667
ordinary shares in Bethunes Investments
Limited
For that relevant interest,—
(a) number held in class: 666,667
(b) percentage held in class: 0.843%
(c) current registered holder(s): N/A
(d) registered holder(s) once transfers are registered: James Ramsay, Nerida Joy
Ramsay and RMY Trustees (2010) Limited (jointly)
Details for Ramsay Trustees
Nature of relevant interest(s): The Ramsay Trustees have the power to
exercise the right to vote attached to (i) 10%
of the voting rights of each of Hooker Bros.
Investments Limited and Hooker Bros (1989)
Limited (“Hooker Bros. Entities”) in their
capacity as trustees of the James Ramsay
Family Trust, and (ii) a further 10% of the
voting rights in each of the Hooker Bros.
Entities in their capacity as trustees of the
Nerida Joy Ramsay Family Trust. Accordingly,
the Ramsay Trustees have, in aggregate, the
power to exercise the right to vote attached
to 20% or more of the voting rights of each
of the Hooker Bros. Entities, resulting in the
same relevant interest in the financial
products of Bethunes Investments Limited
held by each of the Hooker Bros. Entites. The
Hooker Bros. Entities each have the power to
exercise the right to vote attached to 20% or
more of the voting rights of Transport
Investments Limited (NZ company number
561121) (to be renamed Bowker Holdings 99
Limited), resulting in the same relevant
interest in the financial products of Bethunes
100080615/3821102.1
3
Investments Limited held by Transport
Investments Limited (NZ company number
561121) (to be renamed Bowker Holdings 99
Limited)
For that relevant interest,—
(a) number held in class: 66,869,664
(b) percentage held in class: 84.517%
(c) current registered holder(s): N/A
(d) registered holder(s) Transport Investments Limited
once transfers are registered: (company number 561121) (to be renamed
Bowker Holdings 99 Limited)
Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure:
Allotment of 666,667 ordinary shares in Bethunes Investments Limited to James Ramsay,
Nerida Joy Ramsay and RMY Trustees (2010) Limited (jointly), in their capacity as trustees
of the James Ramsay Family Trust, on 6 December 2017 for an issue price of $1.50 per
share pursuant to a Private Placement Agreement dated 14 November 2017
Allotment of 666,667 ordinary shares in Bethunes Investments Limited to James Ramsay,
Nerida Joy Ramsay and RMY Trustees (2010) Limited (jointly), in their capacity as trustees
of the Nerida Joy Ramsay Family Trust, on 6 December 2017 for an issue price of $1.50
per share pursuant to a Private Placement Agreement dated 14 November 2017
Allotment of 66,869,664 ordinary shares in Bethunes Investments Limited to Transport
Investments Limited (NZ company number 561121) (to be renamed Bowker Holdings 99
Limited) on 6 December 2017 for an issue price of $1.50 per share pursuant to an Asset
and Share Sale Agreement relating to Transport Investments Limited and TIL Logistics
Group Limited dated 26 October 2017
Additional information
Address(es) of substantial product holder(s): 2/1 Sackville Street, New Plymouth 4312
Contact details: Jim Ramsay, (06) 755 9990, jim.ramsay@til.kiwi
Nature of connection between substantial product holders: The Ramsay Trustees are
together the trustees of the James Ramsay Family Trust as well as the trustees of the
Nerida Joy Ramsay Family Trust
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: Transport Investments Limited; Greg Whitham;
Alan Terris; Kevin Smith; Kaylene Stewart, Larry Stewart and SR Taranaki Trustees
Limited
100080615/3821102.1
4
Disclosure has effect for purposes of directors’ and senior managers’ disclosure
James Ramsay is also a director of Bethunes Investments Limited. This disclosure also
constitutes disclosure for the purposes of the directors’ and senior managers’ disclosure
obligations.
Certification
I, James Ramsay, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.
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100080615/3821102.1
1
Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited (company number 1015212)
(NZX:BIL)
Date this disclosure made: 6 December 2017
Date on which substantial holding began: 6 December 2017
Substantial product holder(s) giving disclosure
Full name(s): Gregory Peter Whitham
Summary of substantial holding
Class of quoted voting products: Ordinary shares
Summary for Gregory Peter Whitham
For this disclosure,—
(a) total number held in class: 68,202,998
(b) total in class: 79,119,480
(c) total percentage held in class: 86.203%
Details of relevant interests
Details for Gregory Peter Whitham
Nature of relevant interest(s): Registered holder and beneficial owner of
ordinary shares in Bethunes Investments
Limited.
For that relevant interest,—
(a) number held in class: 1,333,334
(b) percentage held in class: 1.685%
(c) current registered holder(s): N/A
(d) registered holder(s) once transfers are registered: Gregory Peter Whitham
100080615/3821102.1
2
Details for Gregory Peter Whitham
Nature of relevant interest(s): Gregory Peter Whitham has the power to
exercise the right to vote attached to 20% or
more of the voting rights of each of Hooker
Bros. Investments Limited and Hooker Bros
(1989) Limited (“Hooker Bros. Entities”),
resulting in the same relevant interest in the
financial products of Bethunes Investments
Limited held by each of the Hooker Bros.
Entities. The Hooker Bros. Entites each have
the power to exercise the right to vote
attached to 20% or more of the voting rights
of Transport Investments Limited (NZ
company number 561121) (to be renamed
Bowker Holdings 99 Limited), resulting in the
same relevant interest in the financial
products of Bethunes Investments Limited
held by Transport Investments Limited (NZ
company number 561121) (to be renamed
Bowker Holdings 99 Limited).
For that relevant interest,—
(a) number held in class: 66,869,664
(b) percentage held in class: 84.517%
(c) current registered holder(s): N/A
(d) registered holder(s) Transport Investments Limited
once transfers are registered: (company number 561121) (to be renamed
Bowker Holdings 99 Limited)
Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure:
Allotment of 1,333,334 ordinary shares in Bethunes Investments Limited to Gregory Peter
Whitham on 6 December 2017 for an issue price of $1.50 per share pursuant to a Private
Placement Agreement dated 13 November 2017.
Allotment of 66,869,664 ordinary shares in Bethunes Investments Limited to Transport
Investments Limited (NZ company number 561121) (to be renamed Bowker Holdings 99
Limited) on 6 December 2017 for an issue price of $1.50 per share pursuant to an Asset
and Share Sale Agreement relating to Transport Investments Limited and TIL Logistics
Group Limited dated 26 October 2017.
Additional information
Address(es) of substantial product holder(s): 100 Mahoetahi Road, RD 42, Waitara 4382
Contact details: Gregory Whitham, 027 471 7120, whithareg@gmail.com
100080615/3821102.1
3
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: Transport Investments Limited; James Ramsay,
Nerida Joy Ramsay and RMY Trustees (2010) Limited; Alan Terris; Kevin Smith; Kaylene
Stewart, Larry Stewart and SR Taranaki Trustees Limited
Disclosure has effect for purposes of directors’ and senior managers’ disclosure
Gregory Peter Whitham is also a senior manager of Bethunes Investments Limited. This
disclosure also constitutes disclosure for the purposes of the directors’ and senior
managers’ disclosure obligations.
Certification
I, Gregory Peter Whitham, certify that, to the best of my knowledge and belief, the
information contained in this disclosure is correct and that I am duly authorised to make
this disclosure by all persons for whom it is made.
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100080615/3821102.1
1
Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited (company number 1015212)
(NZX:BIL)
Date this disclosure made: 6 December 2017
Date on which substantial holding began: 6 December 2017
Substantial product holder(s) giving disclosure
Full name(s): Kaylene Stewart, Larry Stewart and SR
Taranaki Trustees Limited (“Stewart
Trustees”)
Summary of substantial holding
Class of quoted voting products: Ordinary shares
Summary for Stewart Trustees
For this disclosure,—
(a) total number held in class: 67,536,331
(b) total in class: 79,119,480
(c) total percentage held in class: 85.360%
Details of relevant interests
Details for Stewart Trustees
Nature of relevant interest(s): Registered holders and beneficial owners
(jointly), in their capacity as trustees of the
LW and KJ Stewart Family Trust, of ordinary
shares in Bethunes Investments Limited
For that relevant interest,—
(a) number held in class: 666,667
(b) percentage held in class: 0.843%
(c) current registered holder(s): N/A
(d) registered holder(s) once transfers are registered: Kaylene Stewart, Larry Stewart
and SR Taranaki Trustees Limited (jointly)
100080615/3821102.1
2
Details for Stewart Trustees
Nature of relevant interest(s): The Stewart Trustees have the power to
exercise the right to vote attached to 20% or
more of the voting rights of each of Hooker
Bros. Investments Limited and Hooker Bros
(1989) Limited (“Hooker Bros. Entities”) in
their capacity as trustees of the LW and KJ
Stewart Family Trust, resulting in the same
relevant interest in the financial products of
Bethunes Investments Limited held by each
of the Hooker Bros. Entities. The Hooker
Bros. Entities each have the power to
exercise the right to vote attached to 20% or
more of the voting rights of Transport
Investments Limited (NZ company number
561121) (to be renamed Bowker Holdings 99
Limited), resulting in the same relevant
interest in the financial products of Bethunes
Investments Limited held by Transport
Investments Limited (NZ company number
561121) (to be renamed Bowker Holdings 99
Limited).
For that relevant interest,—
(a) number held in class: 66,869,664
(b) percentage held in class: 84.517%
(c) current registered holder(s): N/A
(d) registered holder(s) Transport Investments Limited
once transfers are registered: (company number 561121) (to be renamed
Bowker Holdings 99 Limited)
Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure:
Allotment of 666,667 ordinary shares in Bethunes Investments Limited to Kaylene Stewart,
Larry Stewart and SR Taranaki Trustees Limited (jointly), in their capacity as trustees of
the LW and KJ Stewart Family Trust, on 6 December 2017 for an issue price of $1.50 per
share pursuant to a Private Placement Agreement dated 13 November 2017.
Allotment of 66,869,664 ordinary shares in Bethunes Investments Limited to Transport
Investments Limited (NZ company number 561121) (to be renamed Bowker Holdings 99
Limited) on 6 December 2017 for an issue price of $1.50 per share pursuant to an Asset
and Share Sale Agreement relating to Transport Investments Limited and TIL Logistics
Group Limited dated 26 October 2017.
100080615/3821102.1
3
Additional information
Address(es) of substantial product holder(s): 4 Carlton Terrace, Westown, New Plymouth
4310
Contact details: Larry Stewart, (06) 753 4010, lwstewart1948@gmail.com
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: Transport Investments Limited; Greg Whitham;
Alan Terris; Kevin Smith; James Ramsay, Nerida Joy Ramsay and RMY Trustees (2010)
Limited
Certification
I, Larry Stewart, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.
---
100080615/3821102.1
1
Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited (company number 1015212)
(NZX:BIL)
Date this disclosure made: 6 December 2017
Date on which substantial holding began: 6 December 2017
Substantial product holder(s) giving disclosure
Full name(s): Kevin Garnet Smith
Summary of substantial holding
Class of quoted voting products: Ordinary shares
Summary for Kevin Garnet Smith
For this disclosure,—
(a) total number held in class: 67,536,331
(b) total in class: 79,119,480
(c) total percentage held in class: 85.360%
Details of relevant interests
Details for Kevin Garnet Smith
Nature of relevant interest(s): Registered holder and beneficial owner of
ordinary shares in Bethunes Investments
Limited
For that relevant interest,—
(a) number held in class: 666,667
(b) percentage held in class: 0.843%
(c) current registered holder(s): N/A
(d) registered holder(s) once transfers are registered: Kevin Garnet Smith
100080615/3821102.1
2
Details for Kevin Garnet Smith
Nature of relevant interest(s): Kevin Garnet Smith has the power to exercise
the right to vote attached to 20% or more of
the voting rights of each of Hooker Bros.
Investments Limited and Hooker Bros (1989)
Limited (“Hooker Bros. Entities”), resulting
in the same relevant interest in the financial
products of Bethunes Investments Limited
held by each of the Hooker Bros. Entities. The
Hooker Bros. Entities each have the power to
exercise the right to vote attached to 20% or
more of the voting rights of Transport
Investments Limited (NZ company number
561121) (to be renamed Bowker Holdings 99
Limited), resulting in the same relevant
interest in the financial products of Bethunes
Investments Limited held by Transport
Investments Limited (NZ company number
561121) (to be renamed Bowker Holdings 99
Limited).
For that relevant interest,—
(a) number held in class: 66,869,664
(b) percentage held in class: 84.517%
(c) current registered holder(s): N/A
(d) registered holder(s) Transport Investments Limited
once transfers are registered: (company number 561121) (to be renamed
Bowker Holdings 99 Limited)
Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure:
Allotment of 666,667 ordinary shares in Bethunes Investments Limited to Kevin Garnet
Smith on 6 December 2017 for an issue price of $1.50 per share pursuant to a Private
Placement Agreement dated 13 November 2017.
Allotment of 66,869,664 ordinary shares in Bethunes Investments Limited to Transport
Investments Limited (NZ company number 561121) (to be renamed Bowker Holdings 99
Limited) on 6 December 2017 for an issue price of $1.50 per share pursuant to an Asset
and Share Sale Agreement relating to Transport Investments Limited and TIL Logistics
Group Limited dated 26 October 2017.
Additional information
Address(es) of substantial product holder(s): 4 Tower Road, Matamata 3400
Contact details: Kevin Smith, 027 6002 5887, kaytee99@xtra.co.nz
100080615/3821102.1
3
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: Transport Investments Limited; James Ramsay,
Nerida Joy Ramsay and RMY Trustees (2010) Limited; Alan Terris; Gregory Whitham;
Kaylene Stewart, Larry Stewart and SR Taranaki Trustees Limited
Certification
I, Kevin Garnet Smith, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.
---
Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the
form.
To NZX Limited
and
To Bethunes Investments Limited (company number 1015212)
(NZX:BIL)
Date this disclosure made: 6 December 2017
Date on which substantial holding began: 6 December 2017
Substantial product holder(s) giving disclosure
Full name(s): Kern Group (Logistics) Pty Ltd and Gregory James Kern
Summary of substantial holding
Class of quoted voting products: Ordinary shares
Summary for Kern Group (Logistics) Pty Ltd and Gregory
James Kern
For this disclosure,—
(a) total number held in class: 6,473,820
(b) total in class: 79,119,480
(c) total percentage held in class: 8.182%
Details of relevant interests
Details for Kern Group (Logistics) Pty Ltd
Nature of relevant interest(s): Registered holder and beneficial owner of ordinary
shares in Bethunes Investments Limited
For that relevant interest,—
(a) number held in class: 6,140,486
(b) percentage held in class: 7.761%
(c) current registered holder(s): N/A
(d) registered holder(s) once transfers are registered: Kern Group (Logistics) Pty Ltd
103819.1 - 860848-1
Pg. 2
Details for Kern Group (Logistics) Pty Ltd
Nature of relevant interest(s): More than half of Kern Group (Logistics) Pty Ltd’s
voting products are held by bodies corporate that
are related to Kern Group Pty Ltd resulting in Kern
Group (Logistics) Pty Ltd having a relevant interest
in the financial products of Bethunes Investments
Limited held by Kern Group Pty Ltd.
For that relevant interest,—
(a) number held in class: 333,334
(b) percentage held in class: 0.421%
(c) current registered holder(s): N/A
(d) registered holder(s) once transfers are registered: Kern Group Pty Ltd
Details for Gregory James Kern
Nature of relevant interest(s): Director of Kern Group (Logistics) Pty Ltd and Kern
Group Pty Ltd and has the power to control the
disposal of, and the exercise of rights to vote
attaching to, shares held by those entities, resulting
in Gregory James Kern having a relevant interest in
the financial products of Bethunes Investments
Limited held by those entities.
For that relevant interest,—
(a) number held in class: 6,473,820
(b) percentage held in class: 8.182%
(c) current registered holder(s): N/A
(d) registered holder(s) once transfers are registered:
Kern Group (Logistics) Pty Ltd (6,140,486); and
Kern Group Pty Ltd (333,334)
Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure:
Allotment of 6,140,486 ordinary shares in Bethunes Investments Limited to Kern Group
(Logistics) Pty Ltd on 6 December 2017 for an issue price of $1.50 per share pursuant to
103819.1 - 860848-1
Pg. 3
an Asset and Share Sale Agreement relating to Transport Investments Limited and TIL
Logistics Group Limited dated 26 October 2017.
Allotment of 333,334 ordinary shares in Bethunes Investments Limited to Kern Group Pty
Ltd on 6 December 2017 for an issue price of $1.50 per share pursuant to a Private
Placement Agreement dated 10 November 2017.
Additional information
Address(es) of substantial product holder(s):
GPO Box 564, Brisbane, Queensland, Australia 4001
Contact details: Russell Daly,+61 7 3270 8000, DalyR@kerngroup.com.au
Nature of connection between substantial product holders: Gregory James Kern is a
director of Kern Group (Logistics) Pty Ltd and has the power to control the disposal of, and
the exercise of rights to vote attaching to, shares held by Kern Group (Logistics) Pty Ltd.
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: N/A
Disclosure has effect for purposes of directors’ and senior managers’ disclosure
Gregory James Kern is also a director of Bethunes Investments Limited. This disclosure
also constitutes disclosure for the purposes of the directors’ and senior managers’
disclosure obligations.
Certification
I, Gregory James Kern, certify that, to the best of my knowledge and belief, the
information contained in this disclosure is correct and that I am duly authorised to make
this disclosure by all persons for whom it is made.
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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