Substantial holder notices and disclosure of escrowed shares
Northern Cobalt has received a Notice of ceasing to be a substantial holder from Coolabah Group Pty Ltd (Coolabah), the vendor of the Company’s assets during the Initial Public Offering (IPO) in September 2017. The notice arises due to the in-specie distribution made by Coolabah to its four underlying shareholders in equal portions. The notice is not lodged because any sale in N27 shares has occurred. There has been no beneficial change to the 4,875,000 shares held by the Coolabah shareholders.
The Coolabah shareholders have individually voluntarily agreed to enter into an escrow deed and have these 4,875,000 shares escrowed for the period to 31 January 2020 (Escrow Shares). Northern Cobalt’s Managing Director, Mr Duncan Chessell, is one of the Coolabah shareholders and has also entered into such a deed.
Managing Director purchases shares on market
An Appendix 3Y, reflecting the change to the registered holding, and Mr Chessell’s recent purchase of N27 shareson-market, follows this announcement.
Further, by virtue of the voluntary escrow agreements, the Company has today lodged a Notice of initial substantial holder (Form 603) in respect of an interest in its own shares arising from the restrictions on transfer imposed on the Coolabah shareholders. The notice relates to the 4,875,000 Escrow Shares subject to new voluntary escrow agreements and is a technical requirement arising under the Corporations Act 2001 (Cth).
The interest has arisen because of the restrictions on the transfer of the Escrow Shares by the Coolabah shareholders. Northern Cobalt is considered to have a relevant interest in the Escrow Shares because the agreement under which the shares were issued restricts the ability of the Coolabah shareholders to transfer those shares for the period to 31 January 2020.