ASX Announcement
17 February 2015
Restructure of Interests of Major Shareholder
Terramin Australia Limited (ASX:TZN) has been advised by Wanshe Holdings Pty Ltd (Wanshe) that it has completed a transfer of its 480,321,177 Terramin shares (31.70% of Terramin's issued capital) to its existing shareholders Ms Wang and Mr Sheng. Mr Sheng is a non-executive director of Terramin.
As a result of the share transfer and consistent with the substantial shareholder notices to be issued with ASX along with this announcement:
1. Wanshe is no longer a shareholder in Terramin.
2. Ms Wang becomes a substantial shareholder with a 15.85% interest in Terramin's issued
ordinary shares.
3. Mr. Sheng's relevant interest which is now wholly held through Asipac Group Pty Ltd represents 23.56% of Terramin's issued ordinary shares. Please see attached the Appendix
3Y (Change of Director's Interest Notice) advising of Mr Sheng's holding.
The Company has been advised that Ms Wang is not an associate of Asipac Group Pty Ltd or Mr
Sheng.
Ms Wang and Asipac Group Pty Ltd have also advised that they intend to continue holding their respective shareholdings in Terramin.
For further information, please contact:
Martin Janes
Chief Executive Officer
Terramin Australia Limited
+61 8 8213 1415 [email protected]
Level 3
70 Hindmarsh Square
Adelaide
SA
5000
Appendix3Y Change ofDirector's Interest Notice
Appendix 3Y
Change of Director's lnterest Notice
Rule ].19A.2
Information or documents not availab/e now must be given to ASX as soon as available. lnformation and documents given to ASX become ASX's property and may be made public.
Introduced 30/09/01 Amended 01/01111
Name of entity: Terramin Australia Limited
ABN: 67 062 576 238
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent far the director for the purposes of section 205G of the Corporations Act.
Name of Director
|
Feng Sheng
|
Date of last notice
|
19 September 2014
|
Part 1 ·Change of director's relevant interests in securities
In the case ofa trust, this inc/udes interests in the trust made avai/able by the responsible entity ofthe trust
Note: In the case of a company, interests which come within paragraph (i) ofthe definition of "notifiable interest of a director" should be disclosed in this part.
Director indirect interest
|
Indirect
|
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise to the relevant
interest.
|
Wanshe Holdings Pty Ltd (director and shareholder)
Asipac Group Pty Ltd (director and sole shareholder)
|
Date of change
|
16 February 2015
|
No. of securities held prior to change
|
480,J21,177 fully paid ordinary shares by
Wanshe Holding Pty Ltd
u6,795,018 fully paid ordinary shares by Asipac
Group Pty Ltd
|
Class
|
Fully paid ordinary shares
|
Number acquired
|
Nil
|
+ See chapter 19 for defined terms. m/m/zon Appendix 3Y Page 1
Appendix3Y
Change of Director's Interest Notice
Number disposed
|
Wanshe Holding Pty Ltd completed an off- market transfer of ali shares in Terramin it held to its shareholders, of which 240,16o,s88 shares were transferred to Asipac Group Pty Ltd an entity controlled by Mr Sheng
|
Value/Consideration
Note: lf consideration is non-cash, provide details and estimated valuation
|
Transfer of 24o,16o,s88 shares for non-cash consideration from Wanshe Holdings Pty Ltd to Asipac Group Pty Ltd at $6,244,175.28.
|
No. of securities held after change
|
356,9ss.6o6 fully paid ordinary shares held by Asipac Group Pty Ltd, an entity controlled by Mr Sheng
|
Nature of change
Example: on-market trade, off-market trade, exercise of options,
issue of securities under dividend reinvestment plan, participation in buy-back
|
Off market transfer of 240,16o,s88 shares to Asipac Group Pty Ltd by Wanshe Holdings Pty Ltd, both entities controlled by Mr Sheng.
|
Part 2 - Change of director's interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the detìnition of "notitìable interest of a director" should be disclosed in this part.
Detail of contract
|
N/A
|
Nature of interest
|
N/A
|
Name of registered holder
(if issued securities)
|
N/A
|
Date of change
|
N/A
|
No. and class of securities to which interest related prior to change
Note: Details are only required for a contract in relation to which the interest has changed
|
N/A
|
lnterest acquired
|
N/A
|
lnterest disposed
|
N/A
|
Value/Consideration
Note: lf consideration is non-cash, provide details
and an estimated valuation
|
N/A
|
lnterest after change
|
N/A
|
+ See chapter 19 for defined terms.
Appendix 3Y Page 2 01/01/2011
Part 3 - +closed period
Appendix3Y Change of Director's Interest Notice
Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?
|
N/A
|
lf so, was prior written clearance provided to allow the trade to proceed during this period?
|
N/A
|
lf prior written clearance was provided, on what date was this provided?
|
N/A
|
+ See chapter 19 for defined terms.
m/m/2011 Appendix 3Y Page 3