Aspen : Ceasing to be a substantial holder- Amended

Form 605

Corporations Act 2001

Section 671B

Notice of ceasing to be a substantial holder

For personal use only

ToCompany Name/Scheme	ASPEN GROUP
ACN/ARSN		004 160 927
1. Details of substantial holder (1)
Name	Pinnacle Investment Management Group Limited (and its subsidiaries
		listed in Annexure A)
ACN/ARSN (if applicable)		100 325 184
The holder ceased to be a substantial holder on	30/11/2021
The previous notice was given to the company on	30/08/2021
The previous notice was dated		30/08/2021

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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 (4)	Consideration given in	Class (6) and	Person's votes
change	relevant interest		relation to change (5)	number of	affected
	changed			securities affected
REFER TO
ANNEXURE
A PART 1
AND PART
2

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) 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

REFER TO ANNEXURE B - NO

CHANGES

4. Addresses

The addresses of persons named in this form are as follows:

Name

Address

REFER TO ANNEXURE C

Signature

print name

CALVIN KWOK

capacity COMPANY SECRETARY

For personal use only

(1)

(2)

(3)

(4)

(5)

(6)

(7)

sign here	date	03/12/2021

DIRECTIONS

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 4 of the form.

See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

See the definition of "associate" in section 9 of the Corporations Act 2001.

Include details of:

1. 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
2. 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.

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.

The voting shares of a company constitute one class unless divided into separate classes.

Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

ASPEN GROUP

Annexure A - Part 1

	Date of Change	Person whose relevant interest changed	Nature of change	Consideration	Number of	Person's	Class of securities
				given in relation	securities	votes
				to change	affected	affected
		Pinnacle Investment Management Group Limited	Acquisition of securities by one or	$	149,999.95	112,780	112,780	Ordinary fully paid
only		Pinnacle Investment Management Limited	more affiliated investment
	Ariano Pty Limited (ACN 605 250 799)	managers which it or its associates
	Next Financial Limited (ACN 081 722 894)	holds directly or indirectly above
	Next Financial Nominees Pty Ltd (ACN 093 252 576)	20% voting power in (see
	Next Financial Nominees No. 2 Pty Ltd (ACN 132 819 115)	Annexure A - Part 2) and/or
	Investment Solutions Client Services Pty Ltd (ACN 117 898 334)	Pinnacle Fund Services Limited,
	Priority Funds Management Pty Ltd (ACN 120 826 575)	who each in turn hold relevant
	Priority Investment Management Pty Ltd (ACN 116 943 456	interests in the securities the
	PNI Option Plan Managers Pty Ltd (ACN 125 030 766)	subject of this notice.
	Pinnacle RE Services Limited (ACN 130 508 379)
	Pinnacle Services Administration Pty Ltd (ACN 126 175 148)
	Pinnacle Investment Management (UK) Limited (Company Number
use	2021-09-15 to 2021-09-
11026111)
15	POSH Nominees Pty Limited (ACN 620 094 251)
	Pinnacle Fund Services Limited (ACN 082 494 362)	Acquisition of securities in its	$	149,999.95	112,780	112,780	Ordinary fully paid
		capacity as responsible entity or
		trustee of registered or
		unregistered schemes and/or
		relevant interest by virtue of
		section 608(3)of the Corporations
		Act as it or its associates holds
		directly or indirectly above 20%
			voting power in one or more
			affiliated investment managers
			(see Annexure A - Part 2) who
			each in turn hold relevant interests
	2021-09-15 to 2021-09-		in the securities the subject of this
		notice.
	15
personal	This is Annexure "A - Part 1" as mentioned in form 605 Notice of ceasing to be a substantial holder
Calvin Kwok
Company Secretary
Date: 03/12/2021

ASPEN GROUP

Annexure A - Part 2

Affiliated Investment Managers in which Pinnacle has over 20% voting power

Antipodes Partners Limited (ACN 602 042 035)

Hyperion Asset Management Limited (ACN 080 135 897)

Metrics Credit Partners Pty Limited (ACN 150 646 996) onlyPalisade Investment Partners Limited (ACN 124 326 361)

Plato Investment Management Limited (ACN 120 730 136) Resolution Capital Limited (ACN 108 584 167)

Solaris Investment Management Limited (ACN 128 512 621)

Two Trees Investment Management Pty Limited (ACN 616 424 170) Riparian Capital Partners Pty Ltd (ACN 630 179 752)

This is Annexure "A - Part 2" as mentioned in form 605 Notice of ceasing to be a substantial holder

useCalvin Kwok Company Secretary Date: 03/12/2021

personalFor

	ASPEN GROUP
	Annexure B
	Name	ACN	Nature of Association
	Pinnacle Investment Management	100 325 184	Related body corporate of each other entity listed in
	Group Limited		Annexure B.
	Pinnacle Investment Management	109 659 109	Related body corporate of each other entity listed in
only	Limited		Annexure B.
Pinnacle Fund Services Limited	082 494 362	Related body corporate of each other entity listed in
		Annexure B.
	Ariano Pty Limited	605 250 799	Related body corporate of each other entity listed in
			Annexure B.
	Next Financial Limited	081 722 894	Related body corporate of each other entity listed in
			Annexure B.
	Next Financial Nominees Pty Ltd	093 252 576	Related body corporate of each other entity listed in
			Annexure B.
	Next Financial Nominees No. 2 Pty	132 819 115	Related body corporate of each other entity listed in
	Ltd		Annexure B.
use	Investment Solutions Client	117 898 334	Related body corporate of each other entity listed in
Services Pty Ltd		Annexure B.
	Priority Funds Management Pty Ltd	120 826 575	Related body corporate of each other entity listed in
			Annexure B.
	Priority Investment Management	116 943 456	Related body corporate of each other entity listed in
	Pty Ltd		Annexure B.
	PNI Option Plan Managers Pty Ltd	116 943 456	Related body corporate of each other entity listed in
			Annexure B.
	Pinnacle RE Services Limited	130 508 379	Related body corporate of each other entity listed in
			Annexure B.
personalFor	Pinnacle Services Administration	126 175 148	Related body corporate of each other entity listed in
Pty Ltd		Annexure B.
Pinnacle Investment Management	Company	Related body corporate of each other entity listed in
(UK) Limited	Number	Annexure B.
		11026111
	POSH Nominees Pty Limited	620 094 251	Related body corporate of each other entity listed in
			Annexure B.
	This is Annexure "B" as mentioned in form 605 Notice of ceasing to be a substantial holder
	Calvin Kwok
	Company Secretary
	Date: 03/12/2021