BLACK RANGE MINERALS LTD. Corporatlons Act 2001
Section 671B
Notice of change of interests of substantial holderTo Company Name/Scheme Black Range Minerals Linited
ACN/ARSN 86 009 079 047
1. Details of substantlal holder (1)
Name Azarga Resources Ltd (an entity incorporated in the Brilish Virgin lsles). Alex Molyneux and Curt Church
ACN/ARSN (if applicable) N/A
There was a change in the interests of the substantial holder on
The previous notice was given lo the company on
The previous notice was dated
26/6/2014 (See Annexures A and B)
7/4/2014
7/4/2014
2.Previous and present voting power
The totalnumber of votes attached to allthe votlng shares in the company or voting interests in the scheme thatthe substantlalholder or an associate (2) had a relevant interest (3) in when last required, and when now required,lo give a substantialholding notice lo the company or scheme. are as follows:
Class of securities (4) | Previous notice | Present notice | ||
Person's votes | Voling power (5) | Person's votes | Voting power (5) | |
Ordinary fully paid shares (Ordinary Shares) | 363.906,176 | 20.96% (based on 1,736,431,551 Ordinary Shares onissue) | 662,372,843 | 27.89% (based on 2,374,731,552 Ordinary Shares onissue) |
3.Changes In relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantialholder or an associate in voting securities of the company or scheme,since the substanlialholder was last required to give a substantial holding notice lo the company or scheme are as follows:
Date of change | Person whose relevant interest changed | Nature of change (6) | Consideration given in relation lo change (7) | Class and number of securities affected | Person's votes affected |
1514/2014 | Azarga Resources LId | On-marllet sale | $91,000 | 13,000,000 Ordinary Shares | 13,000,000 |
Various -See AMexureA | Azarga Resources Ltd | 01Hllar11et purchases | $32.500 | 6,500,000 Ordinary Shares | 6,500,000 |
26/6/14 - See Annexure B | Azarga Resources Ltd | Shares issued upon conversion of ali amounts owing under the first and second convertible loan facilities wilh Azarga Resources Ltd pursuantto shaneholder' approvai received on 26 June 2014. | $3,333,000 | 304,966,667 Ordinary Shares | 304,966,667 |
26/6/14 - See Annexure B | Azarga Resources Ltd | Shares issued upon conversion of ali amounts owing under the first and second convertible loan facilities wilh Azarga Resources Ltd pursuantto shaneholder' approvai received on 26 June 2014. | 304,966,667 | ||
Shares issued upon conversion of ali amounts owing under the first and second convertible loan facilities wilh Azarga Resources Ltd pursuantto shaneholder' approvai received on 26 June 2014. | 304,966,667 |
4.Present relevant lnterests
Particulars of each relevant interest of the substantial holder in voting securities alter the change are as follows:
Holder of relevant interest | Registered holder of securities | Person enliUed to be registered as holder (8l | Nature of relevant interest (6) | Class and number of securities | Person's votes |
Azarga Resources Ltd | Azarga Resources Ltd | Azarga Resources Ltd | Relevant interest under section 608(1)(a) of the Corporations Acl 2001 (Cth) (Ac)l arising from being the holder of the securities. | 662,372,843 Ordinary Shares | 662,372,843 |
Alex Molyneux | Azarga ResourcesUd | Azarga ResourcesUd | Relevant interest under seclion 608(3) of lhe Acl arising frorn Alex Molyoevx havni g a voting power above 20%in Azarga Resources Ud. | 662,372,843 Ordinary Shares | 662,372,843 |
Curt Church | Azarga Resources Ud | Azarga Resources Ud | Relevant interest under section 608(3) of the Acl arising from Curt Church having a voting power above 20% in Azarga Resources ltd. | 662,372,843 Ordinary Shares | 662,372,843 |
5. Changes In association
The persons who have become associates (2) of,ceased lo be associates of,or have changed the nature of their association (9) with, the substantial holder in nelation to voting interests in the company or scheme are as follows:
Name and ACN/ARSN (if applicable) | Nature of association |
N/A | N/A |
6. Addresses
The addresses of persons named in this form are as follows:
Name | Address |
Azarga Resources ltd | PO Box 173 Road Tov.11 Tortola BVI |
Alex Molyneux | 16A Elgin Street,FI2A Centrai,Hong Kong |
Curt Church | 60 Jalan Beverty Heights, 5 Bervely Heights,Ampang, Selangor, Malaysia |
print name Joseph L Haviln capacity Director
sign here date 1n/14
DIRECTIONS
(1) lf there are a number of substanlial 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 lo the form. lf the retevant 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 clearty seiout in paragraph 6 of the form.
(2) See the definition of •associate• in section 9 of the Corporalions Acl2001.
(3) See lhe definition of "relevant inlenest• in sections 608 and 6718(7) of the Corporations Act 2001. (4) The voting shares of a company constitute one dass untess divided into separate classes.
(5) The person's votes divided by the total votes in the body corporale or scheme multiplied by 100.
(6) Include details of:
(a) any relevant agreement or other circumstances because ofwhich the change in relevant interest occurred. tf subsection 6718(4) applies,a copy of any document setting out the terms of any relevant agreement, and a statement by lhe person giving full and accurate details of any contraci,scheme or arrangement, musiaccompany this form, together wilh a wrìtten slatement certifying this contract, scheme or arrangement;and
(b) any qualìfication of the power of a person to exercise,control the exercise of,or ìnfluence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearty the partci ular securities to which the quailfication applies).
See the definition of "relevant agreement" in section 9 of the Corporalions Acl2001.
(7) Details of the consideration musiinclude any and ali benefits. money and other, that any person from whom a relevant interest was acquired has, or may, become entitled lo receive in relation lo that acquisilìon. Detaìls musibe included even if the benefit is conditional on the happening or not of a contingency.Detaìls musibe included of any benefit paid on behalf of the substantialholder or its associate in retatìon lo the acquìsitions,even if they are not paid directly to the person from whom the relevant interest was acquìred.
(8) lf the substantialholder 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 las!substantial holding notice.
Annexure A
Azarga Resources limited
Shares purchased on market - Black Range Minerals Limited
Total Shares
Date Consideration Purchased
20/06/2014 $ 5,000 1,000,000
20/06/2014 $ 5,000 1,000,000
23/06/2014 $ 15,000 3,000,000
26/06/2014 $ 5,000 1,000,000
27/06/2014 $ 2,500 500,000
$ 32,500 6,500,000
Annexure B
Azarga Resources limited
Shares purchased through debt conversion - Black Range Minerals limited
Total Shares
Date Consideration Purchased
26/6/2014 $ 1,633,000 163,300,000
26/6/2014 $ 1,700,000 141,666,667
$ 3,333,000 304,966,667
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