THORNEY OPPORTUNITIES LTD

ACN 080 167 264

CROSS RELEASE ANG

4 September 2014

BY ASX ONLINE ‐ 4 pages

Manager Company Announcements

ASX Limited

Level 10

20 Bond Street

SYDNEY 2000

Dear Sir/Madam,

Notice of initial substantial holder

Austin Engineering Limited [ASX:ANG]

Following is a Form 603 Notice of initial substantial holder dated 4 September 2014 in accordance with section 671B of the Corporations Act.

Yours sincerely,

CRAIG SMITH ACIS, CPA

Secretary

Form 603

Corporations Act 2001
Section 671B

Notice of initial substantial holder

To: company name/scheme

AUSTIN ENGINEERING LTD

ABN

66 078 480 136

1. Details of substantial holder

Name

THORNEY OPPORTUNITIES LTD

ACN (if applicable)

080 167 264

The holder became a substantial holder on 2-Sep-14

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 had a relevant interest in on the date the substantial holder became of substantial holder are as follows:

Class of Securities

Number of securities

Person's votes

Voting power

Ordinary shares

9,351,844

9,351,844

11.10%

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

Class and number of securities

Thorney Opportunities Ltd

Beneficial owner of voting shares

1,876,753 ordinary shares

Thorney International Pty Ltd

Beneficial owner of voting shares

7,475,091 ordinary shares

Thorney International Pty Ltd

Deemed relevant interest in shares

held by Thorney Opportunities Ltd by virtue of section 608(3)(a) of the

Corporations Act 2001

1,876,753 ordinary shares

Thorney Investment Group

Australia Pty Ltd

Deemed relevant interest in shares in

which Thorney International Pty Ltd has a relevant interest by virtue of

section 608(3)(a) of the Corporations

Act 2001

7,475,091 ordinary shares

Thorney Investment Group

Australia Pty Ltd

Deemed relevant interest in shares

held by Thorney Opportunities Ltd by virtue of section 608(3)(b) of the

Corporations Act 2001

1,876,753 ordinary shares

Jamahjo Pty Ltd

Deemed relevant interest in shares in

which Thorney International Pty Ltd has a relevant interest by virtue of

section 608(3)(b) of the Corporations

Act 2001

7,475,091 ordinary shares

Jamahjo Pty Ltd

Deemed relevant interest in shares

held by Thorney Opportunities Ltd by virtue of section 608(3)(b) of the

Corporations Act 2001

1,876,753 ordinary 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

Class and number of securities

Thorney Opportunities Ltd, Thorney International Pty Ltd, Thorney Investment Group Australia Pty Ltd,

Jamahjo Pty Ltd

UBS Nominees Pty Ltd

Thorney Opportunities Ltd

1,876,753 ordinary shares

Thorney International Pty Ltd, Thorney Investment Group Australia Pty Ltd,

Jamahjo Pty Ltd

HSBC Custody Nominees

(Australia) Ltd

Thorney International Pty Ltd

7,475,091 ordinary 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

Cash consideration

Class and number of securities

Thorney Opportunities Ltd

2-Sep-14

To

3-Sep-14

$2,364,476.31

1,876,753 ordinary shares

Thorney International

Pty Ltd

27-Feb-14

To

28-Feb-14

$1,012,632.00

420,000 ordinary shares

Thorney Investment Group

Australia Pty Ltd

As above

Nil

2,296,753 ordinary shares

Jamahjo Pty Ltd

As above

Nil

2,296,753 ordinary shares

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name

Nature of association

Thorney International Pty Ltd

Associate under section 12 of the Corporations Act for the purpose of this

investment

Thorney Investment Group Australia Pty

Ltd

Thorney Investment Group Australia Pty Ltd is the registered holder of all the

issued shares in Thorney Management Services Pty Ltd and Thorney International

Pty Ltd

Jamahjo Pty Ltd

Jamahjo Pty Ltd is the registered holder of all the issued shares in Thorney

Investment Group Australia Pty Ltd

7. Addresses

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

Name

Address

Thorney Opportunities Ltd

Level 39, 55 Collins Street, Melbourne 3000

Thorney International Pty Ltd, ACN 132 886 698

Level 39, 55 Collins Street, Melbourne 3000

Thorney Investment Group Australia Pty Ltd

ACN 117 488 892

Level 39, 55 Collins Street, Melbourne 3000

Jamahjo Pty Ltd

ACN 117 488 696

C/- TWF Partners, Level 4, 25 Claremont Street, South Yarra, 3141

Signature

Print name CRAIG SMITH ACIS, CPA Capacity SECRETARY
Sign here Date 4 September 2014

distributed by