603 15 July 2001
Form 603
Corporations Act 2001
Section 671B
Notice of initial substantial holder
onlyToCompany Name/Scheme
ACN/ARSN
1. Details of substantial holder (1) Name
ACN/ARSN (if applicable)
Panoramic Resources Ltd (Company)
ACN 095 792 288
IGO Limited (IGO) and each of the entities listed in Annexure A (IGO Group Entities)
ACN 092 786 304
The holder became a substantial holder on | 08/06/2022 |
use | |
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 (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) | |
21.02% (based on 2,050,914,004 ordinary | ||||
Ordinary shares | 431,045,545 | 431,045,545 | shares on issue) | |
3. Details of relevant interests | ||||
personal |
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 |
Pursuant to the scheme of arrangement between Western Areas | ||
Limited and its shareholders, which became effective on 8 June 2022 | ||
(a copy of which is attached as Annexure B), IGO Nickel will be taken | ||
IGO Nickel Holdings Pty Ltd (IGO Nickel) | under section 608(3) of the Corporations Act 2001 (Cth) | |
(Corporations Act), to acquire a downstream relevant interest in the | 408,131,660 ordinary shares | |
shares in the Company held by Western Areas Limited. Under section | ||
608(8) of the Corporations Act, IGO is taken to have a relevant | ||
interest in the shares in the Company held by Western Areas Limited | ||
in anticipation of the scheme of arrangement being implemented. | ||
IGO | Relevant interest under section 608(1) of the Corporations Act. | 22,913,885 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:
For | Registered holder of | Person entitled to be | Class and number | |
Holder of relevant | ||||
interest | securities | registered as holder (8) | of securities | |
IGO Nickel | Western Areas Limited | Western Areas Limited | 408,131,660 ordinary shares | |
IGO | IGO | IGO | 22,913,885 ordinary shares | |
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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 | Date of acquisition | Consideration (9) | Class and number | ||||||||
interest | of securities | ||||||||||
N/A - No consideration paid to | |||||||||||
IGO Nickel | 08/06/2022 | holders of shares in the Company. | 408,131,660 | ||||||||
Refer to scheme of arrangement. | |||||||||||
IGO | See directly above | See directly above | See directly above | ||||||||
6. | Associates | ||||||||||
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows: | |||||||||||
only | |||||||||||
Name and ACN/ARSN (if applicable) | Nature of association | ||||||||||
The ntities listed in Annexure A | Each entity listed in Annexure A is an associate of IGO by virtue of section 12(2)(a) of the | ||||||||||
Corporations Act as the entities are related bodies corporate of IGO. | |||||||||||
7. | Addresses | ||||||||||
The addresses of persons named in this form are as follows: | |||||||||||
use | |||||||||||
Name | Address | ||||||||||
IGO and each IGO Group Entity | Suite 4, Level 5, 85 South Shore Esplanade, South Perth, Western Australia, 6151 | ||||||||||
Signature | |||||||||||
print name | Joanne McDonald | capacity | Company Secretary | ||||||||
sign here | date | 16/06/2022 | |||||||||
DIRECTIONS | |||||||||||
(1) | If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and | ||||||||||
personal | trustee of an equity trust), the names could be included in an annexure to the form. 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 membership of each group, with the names and addresses of members | |||||||||||
is clearly set out in paragraph 7 of the form. | |||||||||||
(2) | See the definition of "associate" in section 9 of the Corporations Act 2001. | ||||||||||
(3) | See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. | ||||||||||
(4) | The voting shares of a company constitute one class unless divided into separate classes. | ||||||||||
For |
(5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.
(6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
(7) Include details of:
(any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document
asetting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, )must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
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(any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities bto which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).
)
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
- If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown.'"
(9) onlyuse personalFor
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 even if the benefit is 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 associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
3
Annexure A
This is annexure 'A' of 1 page referred to in the Form 603 (Notice of Initial Substantial Holder) signed by me and dated 16 June 2022
_________________ | ||
Joa ne McDonald | ||
Company Secretary | ||
IGO Limited (ACN 092 786 304) | ||
onlyDetails of IGO Group Entities | ||
Entity | ACN | |
IGO Newsearch Pty Ltd | ACN 142 192 701 | |
IGO Stockman Parent Pty Ltd | ACN 124 695 549 | |
IGO Stockman Project Pty Ltd | ACN 124 695 567 | |
IGO Windward Pty Ltd | ACN 158 432 270 | |
Flinders Prospecting Pty Ltd | ACN 146 899 863 | |
IGO Nickel Holdings Pty Ltd | ACN 167 644 519 | |
use | ||
IGO Nova Holdings Pty Ltd | ACN 009 150 083 | |
IGO Nova Pty Ltd | ACN 146 091 527 | |
IGO Lithium Holdings Pty Ltd | ACN 633 371 249 | |
personalFor | ||
IGO Copper Holdings Pty Ltd | ACN 657 572 793 | |
IGO Cobar Pty Ltd | ACN 657 573 398 | |
IGO Canada Holdings B.C. Ltd. | British Columbia registered entity: | |
BC1366177 |
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Annexure B
This is annexure 'B' of 16 pages referred to in the Form 603 (Notice of Initial Substantial Holder) signed by me and dated 16 June 2022
only_________________
Joa ne McDonald Company Secretary
IGO Limited (ACN 092 786 304)
For usepersonal
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