Thorney Opportunities : Becoming a substantial holder for RFG

THORNEY OPPORTUNITIES LTD

ACN 080 167 264

CROSS RELEASE ASX:RFG

13 November 2020

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

Retail Food Group Limited [ASX:RFG]

Following is a Form 603 Notice of initial substantial holder dated 13 November 2020 in accordance with section 671B of the Corporations Act.

Yours sincerely,

CRAIG SMITH ACIS, CPA

Secretary

Level 39, 55 Collins Street, Melbourne Vic 3000

Telephone + 61 3 9921 7116 Facsimile + 61 3 9921 7100

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

To: company name/s RETAIL FOOD GROUP LTD

ABN 31 106 840 082

1. Details of substantial holder

Name THORNEY OPPORTUNITIES LTD and each of the entities listed in the attached Annexure 'A' to this notice.

ACN (if applicable) 080 167 264

The holder became a substantial holder on

5-Nov-20

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
Fully paid ordinary shares	127,350,000	127,350,000	6.01%

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		Number and class of securities
Thorney Opportunities Ltd	Beneficial owner of voting shares		89,198,334 ordinary shares
Associates:
TIGA Trading Pty Ltd	Beneficial owner of voting shares		38,151,666 ordinary shares
	Beneficial owner of voting shares		38,151,666 ordinary shares
Thorney Investment Group	Deemed relevant interest in shares held by		89,198,334 ordinary shares
	Thorney Opportunities Ltd by virtue of section
	608(3)(b) of the Corporations Act 2001

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		Person entitled to be		Number and class of
			securities		registered as holder		securities
	Thorney Opportunities Ltd		UBS Nominees Pty Ltd		Thorney Opportunities Ltd		89,198,334 ordinary shares
	Thorney Investment Group		UBS Nominees Pty Ltd		TIGA Trading Pty Ltd		38,151,666 ordinary shares
		UBS Nominees Pty Ltd		Thorney Opportunities Ltd		89,198,334 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		Number and class of securities
	TIGA Trading Pty Ltd		02-Sep-20		$Nil		3,060,000 ordinary shares
	Thorney Opportunities Ltd			6c per share		940,000 ordinary shares
	TIGA Trading Pty Ltd		03-Sep-20		$Nil		3,375,000 ordinary shares
	Thorney Opportunities Ltd			7c per share		625,000 ordinary shares
	Thorney Opportunities Ltd		22-Sep-20		7c per share		1,450,000 ordinary shares
	TIGA Trading Pty Ltd		05-Nov-20		$Nil		26,666,666 ordinary shares
	Thorney Opportunities Ltd			6c per share		43,333,334 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

Under the Corporations Act 2001 the entities listed in Annexure A are deemed Refer associated entities details in Annexure A associates of Thorney Opportunities Ltd in relation to the investment in Retail

Food Group Limited

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
Associated entities	Refer Annexure 'A'

Signature

Print name	CRAIG SMITH ACIS, CPA	Capacity SECRETARY
Sign here		Date 13 November 2020

ANNEXURE 'A'

This is Annexure A referred to in the Form 603 Notice of initial substantial holder signed by me and dated 13 November 2020.

.........................................

CRAIG SMITH

Secretary

ASSOCIATED ENTITIES DETAILS

	Entity			Address
	Thorney Investment Group
	Jamahjo Pty Ltd, ACN 117 488 696		c/- Wilson Pateras, Ground Floor, 40 River Boulevard,
		Richmond 3121
	Thistle Custodians Pty Ltd, ACN 078 027 193		Level 39, 55 Collins Street, Melbourne 3000
	Thistle Holdings Pty Ltd, ACN 075 051 464		Level 39, 55 Collins Street, Melbourne 3000
	Thorney Alpha Pty Ltd, ACN 162 820 537		Level 39, 55 Collins Street, Melbourne 3000
	Thorney Beta Pty Ltd, ACN 162 828 677		Level 39, 55 Collins Street, Melbourne 3000
	Thorney Holdings Pty Ltd, ACN 006 262 835		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,		Level 39, 55 Collins Street, Melbourne 3000
	ACN 117 488 892
	Thorney Management Services Pty Ltd, ACN 164 880 148		Level 39, 55 Collins Street, Melbourne 3000
	Thorney Omega Pty Ltd, ACN 163 964 636		Level 39, 55 Collins Street, Melbourne 3000
	Tiga Property Pty Ltd, ACN 117 811 453		Level 39, 55 Collins Street, Melbourne 3000
	Tiga (Ballarat) Pty Ltd, ACN 117 812 030		Level 39, 55 Collins Street, Melbourne 3000
	Tiga Finance Pty Ltd, ACN 118 521 412		Level 39, 55 Collins Street, Melbourne 3000
	Tiga (Hawthorn) Pty Ltd, ACN 126 952 663		Level 39, 55 Collins Street, Melbourne 3000
	Tiga Tails Pty Ltd, ACN 080 534 416		Level 39, 55 Collins Street, Melbourne 3000
	Tiga Trading Pty Ltd, ACN 118 961 210		Level 39, 55 Collins Street, Melbourne 3000