Corporations Act 2001 Section671B
Notice of initial substantial holderTo Company Name/Scheme Heron Resources Limited
603 page 212 15 July 2001
ACN ARSN 068 263 098
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1. Details of substantial holder (1) Name
CasUelake Ill. LP. (Castlelake Ill), Castlelake IV, LP. (Castlelake IV) and each of the related bodies corporate in the CasUelake group worldwide (for more details please visit www.castlelake.com}, including the major subsidiaries and associated companies listed inAnnexure A
ACN/ARSN (if applicable) N A
The holder became a substantial holder on 4 July 2017
Details of voting power
The total number of votes attached to all the voting sharesin the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3} in on the date the substantial holder became a substantial holder are as follows:
Class of securities (4)
Number of securities
....Person's votes (5)
Voting power (6)
Ordinary Shares 45,856, 116
45,856, 116
9.95%
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 (7)
Class and number of securities
Castlelakelll
Registered holder of the ordinary securities acquired by virtue of the subscription agreement entered into by Castlelake Ill, CastlelakeIV and Heron Resources Limited (a copy of whichis attached at Annexure B).
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22,928,058 ORD
CasllelakeIV
Registered holder of the ordinary securities acquired by virtue of the subscription agreement entered into by Castlelake Ill, CastlelakeIV and Heron Resources Limited (a copy of whichis attached at Annexure B).
22,928,058 ORD
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Castlelake Ill and Castlelake IV's related bodies corporate
Entities controlling Castlelake Illand Casllelake IVare deemed to have the same relevant interests as those entities, and other group entities are associates
45,856, 116 ORD
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Details of f)resent registered holders
Holder of relevant interest | Registered holder of . securities | Person entitled to be registered as holder (8) | Class and number of securities |
Casllelake Ill | Castlelake Ill | Castlelake Ill | 22,928,058 ORD |
Castlelake IV | CasUelake IV | CasUelake IV | 22,928,058 ORD ..... |
The persons registe·red as holders of the securities-referred to in paragraph 3 above are as follows:
Consideration
The consideration paid for each relevant interest referred o in paragraph 3 above, and acquiredin the four months prior to the day that the substantial holder
became a substantial holder is as follows: --
Holder of relevant Date of acquisition Consideration (9) Classand number interest ofsecurilies
- Cash l Non-cash
Castlelake Ill 4 July 2017 $1,604,964.06 22,928,058ORD
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CastlelakeIV 4 July 2017 $1,604,964.06 22,928,058 ORD
Associates
The reasons the persons named in paragraph 3 above are associates of the substanlial holder are as follows:
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Name and ACN/ARSN (if applicable)
Nature of association
Casllelake Ill and Castlelake IV's related bodies corporate
Related bodies corporate of the registered holders of securities listed above
Addresses
The addresses of persons named in this form are as follows:
Name Address
4600 Wells Fargo Center
Castlelakelll 90 South Seventh Street Minneapolis, MN 55402
United States of America 4600 Wells Fargo Center 90 South Seventh Street
CastlelakeIV
Minneapolis, MN 55402
Unlted States of America
4600 Wells Fargo Center
Castlelake Illand CastlelakeIV's 90 South Seventh Street related bodies corporate Minneapolis, MN 55402
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United States of America ....
Signatureprint name Kevin Hiniker, for CasUe ke, L.P.,Investment Manager for and on behalf of capacity Vice President Casll ak Ill, L. . and , stlelake IV, LP.
sign here LITT41i:=- date 05/07/2017
DIRECTIONS
(1) Ifthere are a number of substanl al 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 fonn. 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 membershipof each group, with the nams and addresses of members is clearly set out in paragraph 7 of the form.
Seethe definition of "associate" in section 9 of the Corporations Act 2001.
See the definition of "relevantinterest"in sections 608 and 6718(7) of the Corporations Act 2001.
The voting shares of a company constitute one class unless divided into separate classes.
The total number of votes attached to all the voting shares in the company or votinginterests in the scheme (if any) that the person or an associate has a relevant interest in.
The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
Include details or:
any relevant agreement or olher circumstances by which the relevantinterest was acqui.-ed. If subsection 6718(4) applies, acopy of any document setting out the terms of any relevant agreement, and a statement by the person giving toll and aocurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement: and
any qualification of the power ora 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 appl es).
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
If the substantial holderis unable to determine theidentity of lhe person (eg. if the relevant interesl arises because of an option) write "unknown."
Details of the consideration must include any and all benefits, moneys 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 evenif the benefitis 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 associatein relation to the acquisitions, evenIf they are not paid directly to the person from whom the relevant interest was acquired.
Annexure A
This is Annexure A of one page referred to in Form 603 Notice of initial substantial holder by Castlelake III, L.P., Castlelake IV, L.P. and their related corporate bodies.
Signed: Name: Kevin Hiniker
Capacity: Vice President for Castlelake, L.P., Investment Manager for and on behalf of Castlelake III, L.P. and Castlelake IV, L.P.
Date: July 5, 2017
Castlelake III, L.P. is associated with Castlelake III GP, L.P. (its General Partner) and Castlelake L.P. (its investment manager).
The following entities are major subsidiaries and associated companies of Castlelake III, L.P.:
CL III ES USA, LLC;
CL III Debt Solutions (Offshore) LLC;
CL III Debt Solutions 2 (Offshore) LLC;
CL III Investment Holding Company (Offshore) LLC;
CL III USA Investment Holding Company LLC;
CL III REO USA LLC;
CL III Funding Holding Company;
HFET REO USA, LLC; and
CL III REO (Offshore) LLC.
CL IV ES USA, LLC;
CL IV REO (Offshore) LLC;
CL IV REO USA, LLC;
CL IV Debt Solutions (Offshore) LLC;
CL IV Debt Solutions 2 (Offshore) LLC;
CL IV Funding Holding Company LLC;
CL IV Investment Holding Company (Offshore) LLC; and
CL IV USA Investment Holding Company LLC.
Castlelake IV, L.P. is associated with Castlelake IV GP, L.P. (its General Partner) and Castlelake L.P. (its investment manager).
The following entities are major subsidiaries and associated companies of Castlelake IV, L.P.:
Heron Resources Limited published this content on 05 July 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 06 July 2017 03:15:07 UTC.
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