Change in substantial holding
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Magnolia Capital Group Pty Limited
Governor Phillip Tower
Level 36, 1 Farrer Place
Sydney NSW 2000 Australia
ABN 81 632 528 762
Company Announcements Platform
Australian Securities Exchange Limited
20 Bridge Street
SYDNEY NSW 2000
8 October 2019
Re: Magnolia Capital - Notice of change of interests of substantial holder
In accordance with section 671B of the Corporations Act 2001 (Cth), we attach a Notice of change of interests of
Substantial Holder (Form 604) in respect of The Agency Group Australia Limited (ASX:AU1).
Yours faithfully
Mitchell Atkins
Director
Magnolia Capital Group Pty Limited
Governor Phillip Tower, Level 36, 1 Farrer Place Sydney NSW 2000 Australia
www.magnoliacapital.com.au
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
To Company Name/Scheme The Agency Group Australia Ltd (Company)
ACN/ARSN 118 913 232
1. Details of substantial holder (1)
Name Mitchell Atkins, Magnolia Equities III Pty Ltd (ACN 634 968 657), Magnolia Equities IV Pty Ltd (ACN 634 969
387), Magnolia Equities V Pty Ltd (ACN 634 001 893), Magnolia Equities VI Pty Ltd (ACN 635 004 483) and
Magnolia Equities Pty Ltd (ACN 633 562 259)
ACN/ARSN (if applicable) As above
There was a change in the interests of the
substantial holder on 2/10/19
The previous notice was given to the company on 7/8/19
The previous notice was dated 6/8/19
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:
Class of securities (4) Previous notice Present notice
Person’s votes (5) Voting power (5) Person’s votes Voting power (5)
Ordinary Shares 9,230,770 7.65% 51,562,465 17.38%
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 are as follows:
Date of Person whose Nature of change (6) Consideration Class and number of Person’s
change relevant interest given in relation to securities affected votes
changed change (7) affected
See Annexure A
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 Person entitled Nature of Class and Person’s votes
relevant holder of to be registered relevant interest number of
interest securities as holder (8) (6) securities
See Annexure A
5. Changes in association
The persons who have become associates (2) of, ceased to be associates 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
Magnolia Equities Pty Ltd (ACN 633 562 Entity ultimately controlled by Mitchell Atkins
259)
6. Addresses
The addresses of persons named in this form are as follows:
Name Address
Mitchell Atkins, Magnolia Equities III Pty Ltd C/- BHB Accountants, Level 1, Suite 2, 64 Terrigal Esplanade,
(ACN 634 968 657), Magnolia Equities IV Pty Terrigal NSW 2260
Ltd (ACN 634 969 387), Magnolia Equities V
Pty Ltd (ACN 634 001 893), Magnolia
Equities VI Pty Ltd (ACN 635 004 483) and
Magnolia Equities Pty Ltd (ACN 633 562 259)
Signature
print name Mitchell Atkins capacity Director
sign here date 8 October 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 6 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 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 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.
(7) 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.
(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) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
THIS IS THE ANNEXURE MARKED "A" OF 1 PAGE REFERRED TO IN FORM 604 "NOTICE OF CHANGE OF
INTERESTS OF SUBSTANTIAL HOLDER" SIGNED BY ME ON 8 OCTOBER 2019
_________________________________________
MITCHELL ATKINS
PERSON WHOSE CONSIDERATION CLASS AND
PERSON’S
DATE OF RELEVANT GIVEN IN NUMBER OF
NATURE OF CHANGE VOTES
CHANGE INTEREST RELATION TO SECURITIES
AFFECTED
CHANGED CHANGE AFFECTED
2/10/19 Magnolia Equities Purchase pursuant to an underwriting 8,748,826
$568,674.69 8,748,826
III Pty Ltd agreement with the Company. Ordinary Shares
2/10/19 Magnolia Equities Purchase pursuant to an underwriting 12,248,347
$796,142.56 12,248,347
IV Pty Ltd agreement with the Company. Ordinary Shares
2/10/19 Magnolia Equities Purchase pursuant to an underwriting 15,747,880
$1,023,612.20 15,747,880
V Pty Ltd agreement with the Company. Ordinary Shares
2/10/19 Magnolia Equities Purchase pursuant to an underwriting 5,249,294
$341,204.11 5,249,294
VI Pty Ltd agreement with the Company. Ordinary Shares
4/10/19 Magnolia Equities Entry into contracts for the purchase of 213,520
$13,875.03 213,520
Pty Ltd the securities on ASX Ordinary Shares
7/10/19 Magnolia Equities Entry into contracts for the purchase of 123,828
$7,924.99 123,828
Pty Ltd the securities on ASX Ordinary Shares
4. PRESENT RELEVANT INTERESTS
PERSON ENTITLED
HOLDER OF REGISTERED CLASS AND
TO BE NATURE OF RELEVANT PERSON’S
RELEVANT HOLDER OF NUMBER OF
REGISTERED AS INTEREST VOTES
INTEREST SECURITIES SECURITIES
HOLDER
Magnolia Equities Magnolia Equities III Pty Magnolia Equities III 10,671,903
Registered Holder 10,671,903
III Pty Ltd Ltd Pty Ltd Ordinary Shares
Magnolia Equities Magnolia Equities IV Pty Magnolia Equities IV 14,940,655
Registered Holder 14,940,655
IV Pty Ltd Ltd Pty Ltd Ordinary Shares
Magnolia Equities Magnolia Equities V Pty Magnolia Equities V 19,209,419
Registered Holder 19,209,419
V Pty Ltd Ltd Pty Ltd Ordinary Shares
Magnolia Equities Magnolia Equities VI Pty Magnolia Equities VI 6,403,140 Ordinary
Registered Holder 6,403,140
VI Pty Ltd Ltd Pty Ltd Shares
Magnolia Equities Magnolia Equities Pty 337,348 Ordinary
Magnolia Equities Pty Ltd Registered Holder 337,348
Pty Ltd Ltd Shares
Magnolia Equities III
Magnolia Equities III Pty Pty Ltd, Magnolia
Ltd, Magnolia Equities IV Equities IV Pty Ltd,
Controller of each
Pty Ltd, Magnolia Equities Magnolia Equities V 51,562,465
Mitchell Atkins Registered Holder listed 51,562,465
V Pty Ltd, Magnolia Pty Ltd, Magnolia Ordinary Shares
above
Equities VI Pty Ltd and Equities VI Pty Ltd and
Magnolia Equities Pty Ltd Magnolia Equities Pty
Ltd
Magnolia Capital Group Pty Limited
Governor Phillip Tower, Level 36, 1 Farrer Place Sydney NSW 2000 Australia
www.magnoliacapital.com.au