PPK : Notification of return of capital

This appendix is not available as an online form Please fill in and submit as a PDF announcement

+Rule 3.10.1(c)

Appendix 3A.5

Notification of return of capital by way of in specie distribution of +securities in another entity

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.

Note: This form assumes the entity is an Australian company undertaking a return of capital that is regulated by section 256C of the Corporations Act. It the entity is not an Australian company, it should use the Word version of this form, rather than the online version, and adjust it as necessary.

If the entity is paying a cash dividend at the same time as the return of capital, it must also lodge an Appendix 3A.1 - notification of dividend / distribution.

Part 1 - Entity and announcement details

Question no	Question	Answer
1.1	*Name of entity	PPK Group Limited
1.2	*Registration type and number One of ABN/ARSN/ARBN/ACN or other registration type and number (if "other" please specify what type of registration number has been provided).	ACN 003 964 181
1.3	*ASX issuer code	PPK
1.4	*The announcement is Select whichever is applicable.	☒ A new announcement ☐ An update/correction to a previous announcement ☐ A cancellation of a previous announcement
1.4a	*Reason for update Answer this question if your response to Q 1.4 is "An update/correction to a previous announcement".	n/a
1.4b	*Date of previous announcement to this update Answer this question if your response to Q 1.4 is "An update/correction to a previous announcement".	n/a
1.4c	*Reason for cancellation Answer this question if your response to Q 1.4 is "A cancellation of a previous announcement".	n/a
1.4d	*Date of previous announcement to this cancellation Answer this question if your response to Q 1.4 is "A cancellation of a previous announcement".	n/a
1.5	*Date of this announcement The date of lodgement of the form by the entity via ASX Online.	29 April 2022
1.6	*Applicable ASX +security code and description for return of capital Please advise the security to which the notification applies. Only one security can be advised for each form. Consequent changes to option pricing are covered in later parts of this form.	ASX +security code: PPK +Security description: Fully paid ordinary shares

+See chapter 19 for defined terms

5 June 2021

Page 1

1.7	*Does the entity making the return of capital have quoted options on issue If you respond "Yes" to this question, you will need to answer Q3.2a, 3.3b, 3.5a, 3.6a, 3.7a, 3.8a, 4.5-4.5b and 4.6-4.6c.	No
1.8	*Is the return of capital a selective reduction of capital If you respond "Yes" to this question, you will need to answer Q3.1a and 3.1b.	No
1.9	*Is the entity whose +securities are being distributed in the return of capital currently listed on ASX If you respond "Yes" to this question, you will need to answer Q3.3a, 3.5, 3.6, 3.7, 3.8 and 4.1a-b. If you respond "No" to this question, you will need to answer Q1.10 and 4.1c-f	No
1.10	*Is the entity whose +securities are being distributed in the return of capital proposing to list on ASX Answer this question if your response to Q1.9 is "No". If you respond "Yes" to this question, you will need to answer Q3.3a, 3.5, 3.6, 3.7, 3.8 and 4.1c-f.	No

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Part 2 - Conditions

Question No.	Question	Answer
2.1	*Do any external approvals need to be obtained or other conditions satisfied before the return of capital can proceed on an unconditional basis? For example this could include: • +Security holder approval • Court approval • Lodgement of court order with +ASIC • ACCC approval • FIRB approval • Another approval/condition external to the entity required to be given/met before business day 0 of the timetable for the return of capital. If any of the above approvals apply to the return of capital they must be obtained before business day 0 of the Appendix 7A, section 9 timetable. The purpose of the question is to confirm that relevant approvals are received prior to ASX establishing an ex market in the +securities. If the entity wishes to disclose approvals or conditions which are to be resolved at a later date it should use Part 5 "Further information".	Yes Shareholder approval at the Extraordinary General Meeting to be held on 31 May 2022
2.2	Approvals Answer this question if your response to Q2.1 is "Yes". Note: This question refers only to events which take place before business day 0 of the Appendix 7A, section 9 timetable. The purpose of the question is to confirm that relevant approvals are received prior to ASX establishing an ex market in the securities. If the entity wishes to disclose approvals or conditions which are to be resolved at a later date it should use Part 5 "Further information".
*Approval/ condition Type Select the applicable approval/condition from the list (ignore those that are not applicable). More than one approval/condition can be selected.	*Date for determination The 'date for determination' is the date that you expect to know if the approval is given or condition is satisfied (for example, the date of the security holder meeting in the case of security holder approval or the date of the court hearing in the case of court approval).	*Is the date estimated or actual?	**Approval received/ condition met? Please respond "Yes" or "No". Only answer this question when you know the outcome of the approval. If you lodge this form before the outcome of the approval is known, you will need to lodge an updated Appendix 3A.5 showing that all required approvals have been obtained and conditions have been met prior to business day 0 in the Appendix 7A section 9 timetable.	Comments
+Security holder approval	31 May 2022	☐ Estimated OR ☒ Actual	No	Shareholder approval being sought at the Extraordinary General Meeting to be held on 31 May 2022

Court approval	n/a	☐ Estimated OR ☐ Actual	No
Lodgement of court order with +ASIC	n/a	☐ Estimated OR ☐ Actual	No
ACCC approval	n/a	☐ Estimated OR ☐ Actual	No
FIRB approval	n/a	☐ Estimated OR ☐ Actual	No
Other (please specify in comment section)	n/a	☐ Estimated OR ☐ Actual	No

This appendix is not available as an online form Appendix 3A.5

Notification of return of capital by way of in specie distribution of +securities in another entity

Part 3 - Return of capital timetable and details

Question No.	Question	Answer
3.1	*+Record date Last day for entity to register transfers on a pre-return of capital basis. The record date must be at least four business days from the current date. The record date is business day 3 in the Appendix 7A, section 9 timetable. This is three business days after the effective date (Q3.1a). Please note that the record date and the date that trading in the re-organised securities on an "ex return of capital" basis commences (Q3.3) cannot be changed (even to postpone or cancel them) any later than 12 noon Sydney time on the day before the previously advised date that trading in the re-organised securities on an "ex return of capital" basis commences (Q3.3).	6 June 2022
3.1a	*Date of lodgement of +security holder resolution approving the return of capital with +ASIC Answer this question if your response to Q1.8 is "Yes". Please provide the actual or estimated date that the security holder resolution approving the return of capital has been or will be lodged with ASIC under section 256C(3) of the Corporations Act). If an estimated date is provided, please provide the actual date by way of an update to this form when the resolution has been lodged with ASIC. This lodgement must occur before business day 0 of the Appendix 7A, section 9 timetable.	☐ OR ☐ Estimated Actual
3.1b	*Date that is fourteen days after the date of lodgement of +security holder resolution approving the capital return with +ASIC Answer this question if your response to Q1.8 is "Yes". Note this is the earliest date that the entity can make the return of capital under section 256C(3) of the Corporations Act. If an estimated date is provided, please provide the actual date by way of an update to this form when the resolution has been lodged with ASIC.	☐ OR ☐ Estimated Actual
3.1c	*Effective date of the return of capital In the case of an equal reduction, not earlier than the day after the resolution approving the return of capital and, in the case of a selective reduction, not earlier than 14 days after the date of lodgement of a copy of the resolution approving the return of capital with ASIC.	1 June 2022
3.2	*Last day for trading in "cum return of capital" +securities This is business day 1 in the Appendix 7A, section 9 timetable, two business days before the record date, and one business day after the effective date.	2 June 2022
3.2a	Last day for trading in pre-return of capital quoted options. Answer this question if your response to Q1.7 is "Yes". Note: if the entity has quoted options in which case the exercise price will change and new holding statements will be issued to option holders This is business day 1 in the Appendix 7A, section 9 timetable, two business days before the record date, and one business day after the effective date.	n/a

+See chapter 19 for defined terms

5 June 2021