Becoming a substantial holder
Released
Released
Announcement PDF
603
page 1/2 15 July 2001
Form 603
Corporations Act 2001
Section 671B
Notice of initial substantial holder
To Company Name/Scheme
Tesoro Resources Limited (previously Plukka Limited)
ACN/ARSN
106 854 175
1. Details of substantial holder (1)
Name
Geoffrey William McNamara, Tanamera Resources Pte Ltd, Linkwood Holdings Pte
Ltd and Medea Natural Resources Limited
ACN/ARSN (if applicable)
N/A
The holder became a substantial holder on
29/01/2020
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 holder became a substantial holder are as follows:
Class of securities (4)
Number of securities
Person's votes (5)
Voting power (6)
Fully paid ordinary shares
(Shares)
39,679,405
39,769,405
10.94% (based on
362,673,387
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:
Holder of relevant interest
Nature of relevant interest (7)
Class and number of securities
Tanamera Resources Pte Ltd
Relevant interest under section 608(1) of
the Corporations Act 2001
21,910,546 Shares
Linkwood Holdings Pte Ltd
Relevant interest under section 608(1) of
the Corporations Act 2001
15,184,259 Shares
Medea Natural Resources Limited
Relevant interest under section 608(1) of
the Corporations Act 2001
2,674,600 Shares
Geoffrey William McNamara
Deemed relevant interest under section
608(3) of the Corporations Act 2001
39,769,405 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
Tanamera Resources Pte Ltd
Tanamera Resources Pte Ltd
Tanamera Resources Pte Ltd
21,910,546 Shares
Linkwood Holdings Pte Ltd
Linkwood Holdings Pte Ltd
Linkwood Holdings Pte Ltd
15,184,259 Shares
Medea Natural Resources
Limited (as nominee of
Linkwood Holdings Pte Ltd)
Medea Natural Resources
Limited
Linkwood Holdings Pte Ltd
2,674,600 Shares
Geoffrey William McNamara
Tanamera Resources Pte Ltd,
Linkwood Holdings Pte Ltd,
and Medea Natural Resources
Limited
Tanamera Resources Pte
Ltd and Linkwood Holdings
Pte Ltd
39,769,405 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)
Cash
Class and number
of securities
Non-Cash
Tanamera Resources Pte
Ltd
29/01/2020
Consideration Shares issued to Tanamera Resources
Pte Ltd in its capacity as a shareholder in Tesoro
Resources Limited, as approved by Shareholders
pursuant to Resolution 5 of the Company’s Notice of
Annual General Meeting dated 24 October 2019
8,510,179 Shares
Tanamera Resources Pte
Ltd
29/01/2020
Issued for nil cash consideration as conversion of
existing accrued director loans in favour of Geoffrey
McNamara, as approved by Shareholders pursuant to
Resolution 14 of the Company’s Notice of Annual
General Meeting dated 24 October 2019
12,400,367
Shares
Tanamera Resources Pte
Ltd
29/01/2020
Issued for nil cash consideration in satisfaction of
services previously rendered to Tesoro Resources
Limited, as approved by Shareholders pursuant to
Resolution 15 of the Company’s Notice of Annual
General Meeting dated 24 October 2019.
1,000,000 Shares
Linkwood Holdings Pte Ltd
29/01/2020
Consideration Shares issued to Linkwood Holdings
in its capacity as a shareholder in Tesoro Resources
Limited, as approved by Shareholders pursuant to
Resolution 5 of the Company’s Notice of Annual
General Meeting dated 24 October 2019
15,184,259
Shares
Medea Natural Resources
Limited (as nominee of
Linkwood Holdings Pte
Ltd)
29/01/2020
Issued for nil cash consideration in satisfaction of
services previously rendered to Tesoro Resources
Limited, as approved by Shareholders pursuant to
Resolution 15 of the Company’s Notice of Annual
General Meeting dated 24 October 2019.
2,674,600 Shares
Geoffrey
McNamara
29/01/2020
Consideration as per each of the above
39,769,405
Shares
William
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
Name and ACN/ARSN (if applicable)
NA
Nature of association
NA
7. Addresses
The addresses of persons named in this form are as follows:
Name
Tanamera Resources Pte Ltd
Linkwood Holdings Pte Ltd
Medea Natural Resources Limited
Geoffrey William McNamara
Address
#07-00 ASO Building
8 Robinson Road
Singapore, 048544
#07-00 ASO Building
8 Robinson Road
Singapore, 048544
Lynton House
7-12 Tavistock Square
London, WC1H 9BQ
7L Tong Watt Road
Singapore, 238022
Signature
Geoffrey William McNamara
Print Name
Sign here
06/02/2020
Date
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
7of 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 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 (e.g. 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.
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