- Release Date: 28/10/14 10:55
- Summary: SSH: JWI: SSH Notice - Harvard JV
- Price Sensitive: No
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JWI 28/10/2014 10:55 SSH REL: 1055 HRS Just Water International Limited SSH: JWI: SSH Notice - Harvard JV Disclosure by the Harvard JV (comprising its members described below, acting jointly and in concert) of beginning to have substantial holding Section 22, Securities Markets Act 1988 To: NZX Limited And: Just Water International Limited (NZAX:JWI) Date this disclosure made: 28 October 2014 Substantial security holder(s) giving this disclosure Name(s): (Members of the Harvard JV). Please note separate notices are given by The Harvard Group Limited. Anthony Edwin Falkenstein and Ian Donald Malcolm - Anthony Edwin Falkenstein and Ian Donald Malcolm as trustees of the Edwin Trust - Heather Jeanette Falkenstein and Ian Donald Malcolm as trustee of the Jeanette Trust - Anthony Edwin Falkenstein and Gregory Paul Whittred as trustees of the Falkenstein University of Auckland Business School Charitable Trust - Anthony Edwin Falkenstein and Christopher Roy Saunders as trustees of the Falkenstein Onehunga Business School Charitable Trust - Anthony Edwin Falkenstein and Leon Fourie as trustees of the Falkenstein Unitec Business School Charitable Trust - Anthony Edwin Falkenstein as trustee of The Renate Share Trust - Anthony Edwin Falkenstein, Heather Jeanette Falkenstein and Mairangi 2008 Limited as trustees of the Mairangi Trust Contact details: Anthony Edwin Falkenstein: email: [email protected] phone: 021 950 856 Date on which substantial security holder(s) began to have substantial holding: 27 October 2014 Summary of substantial holding to which disclosure relates Class of listed voting securities: Ordinary shares in Just Water International Limited Summary for: Anthony Edwin Falkenstein and Ian Donald Malcolm as trustees of the Edwin Trust For this disclosure,-- (a) total number held in class: 63,343,652 (b) total in class: 89,477,174 (c) total percentage held in class: 70.793% Summary for: Heather Jeanette Falkenstein and Ian Donald Malcolm as trustee of the Jeanette Trust For this disclosure,-- (a) total number held in class: 63,343,652 (b) total in class: 89,477,174 (c) total percentage held in class: 70.793% Summary for: Anthony Edwin Falkenstein and Gregory Paul Whittred as trustees of the Falkenstein University of Auckland Business School Charitable Trust For this disclosure,-- (a) total number held in class: 63,343,652 (b) total in class: 89,477,174 (c) total percentage held in class: 70.793% Summary for: Anthony Edwin Falkenstein and Christopher Roy Saunders as trustees of the Falkenstein Onehunga Business School Charitable Trust For this disclosure,-- (a) total number held in class: 63,343,652 (b) total in class: 89,477,174 (c) total percentage held in class: 70.793% Summary for: Anthony Edwin Falkenstein and Leon Fourie as trustees of the Falkenstein Unitec Business School Charitable Trust For this disclosure,-- (a) total number held in class: 63,343,652 (b) total in class: 89,477,174 (c) total percentage held in class: 70.793% Summary for: Anthony Edwin Falkenstein as trustee of The Renate Share Trust For this disclosure,-- (a) total number held in class: 63,343,652 (b) total in class: 89,477,174 (c) total percentage held in class: 70.793% Summary for: Anthony Edwin Falkenstein, Heather Jeanette Falkenstein and Mairangi 2008 Limited as trustees of the Mairangi Trust For this disclosure,-- (a) total number held in class: 63,343,652 (b) total in class: 89,477,174 (c) total percentage held in class: 70.793% Details of relevant interests currently in substantial holding Details for: Anthony Edwin Falkenstein and Ian Donald Malcolm as trustees of the Edwin Trust The following information is together defined for the purposes of this notice as "the Relevant Details" Nature of relevant interest(s): Registered holders of securities with the power to control the acquisition or disposition of ordinary shares in Just Water International Limited on the terms and subject to the limitations set out in the Joint Venture Agreement described below. For that relevant interest,-- (a) number held in class: 63,343,652 (b) percentage held in class: 70.793% (c) current registered holder(s) of securities: - The Harvard Group Limited as to 53,936,342 ordinary shares in Just Water International Limited - Anthony Edwin Falkenstein as to 796,310 ordinary shares in Just Water International Limited - Anthony Edwin Falkenstein and Ian Donald Malcolm as trustees of the Edwin Trust as to 1,268,000 ordinary shares in Just Water International Limited - Heather Jeanette Falkenstein and Ian Donald Malcolm as trustee of the Jeanette Trust as to 1,268,000 ordinary shares in Just Water International Limited - Anthony Edwin Falkenstein and Gregory Paul Whittred as trustees of the Falkenstein University of Auckland Business School Charitable Trust as to 2,000,000 ordinary shares in Just Water International Limited - Anthony Edwin Falkenstein and Christopher Roy Saunders as trustees of the Falkenstein Onehunga Business School Charitable Trust as to 2,000,000 ordinary shares in Just Water International Limited - Anthony Edwin Falkenstein and Ian Donald Malcolm as trustees of the Edwin Trust as bare trustee for Anthony Edwin Falkenstein and Leon Fourie as trustees of the Falkenstein Unitec Business School Charitable Trust as to 2,000,000 ordinary shares in Just Water International Limited - Anthony Edwin Falkenstein as trustee of The Renate Share Trust as to 50,000 ordinary shares in Just Water International Limited - Anthony Edwin Falkenstein, Heather Jeanette Falkenstein and Mairangi 2008 Limited as trustees of the Mairangi Trust as to 25,000 ordinary shares in Just Water International Limited d) registered holder(s) of securities once transfers registered: Not applicable as no transfer being registered Details for: Heather Jeanette Falkenstein and Ian Donald Malcolm as trustee of the Jeanette Trust Nature of relevant interest(s): See Relevant Details as defined above For that relevant interest,-- (a) number held in class: 63,343,652 (b) percentage held in class: 70.793% (c) current registered holder(s) of securities: see Relevant Details above (d) registered holder(s) of securities once transfers registered: N/A as no transfer being registered Details for: Anthony Edwin Falkenstein and Gregory Paul Whittred as trustees of the Falkenstein University of Auckland Business School Charitable Trust Nature of relevant interest(s): See Relevant Details above For that relevant interest,-- (a) number held in class: 63,343,652 (b) percentage held in class: 70.793% (c) current registered holder(s) of securities: See Relevant Details above (d) registered holder(s) of securities once transfers registered: N/A as no transfer being registered Details for: Anthony Edwin Falkenstein and Christopher Roy Saunders as trustees of the Falkenstein Onehunga Business School Charitable Trust Nature of relevant interest(s): See Relevant Details above For that relevant interest,-- (a) number held in class: 63,343,652 (b) percentage held in class: 70.793% (c) current registered holder(s) of securities: See Relevant Details above (d) registered holder(s) of securities once transfers registered: N/A as no transfer being registered Details for: Anthony Edwin Falkenstein and Leon Fourie as trustees of the Falkenstein Unitec Business School Charitable Trust Nature of relevant interest(s): See Relevant Details above For that relevant interest,-- (a) number held in class: 63,343,652 (b) percentage held in class: 70.793% (c) current registered holder(s) of securities: See Relevant Details above (d) registered holder(s) of securities once transfers registered: N/A as no transfer being registered Details for: Anthony Edwin Falkenstein as trustee of The Renate Share Trust Nature of relevant interest(s): See Relevant Details above For that relevant interest,-- (a) number held in class: 63,343,652 (b) percentage held in class: 70.793% (c) current registered holder(s) of securities: See Relevant Details above (d) registered holder(s) of securities once transfers registered: N/A as no transfer being registered Details for: Anthony Edwin Falkenstein, Heather Jeanette Falkenstein and Mairangi 2008 Limited as trustees of the Mairangi Trust Nature of relevant interest(s): See Relevant Details above For that relevant interest,-- (a) number held in class: 63,343,652 (b) percentage held in class: 70.793% (c) current registered holder(s) of securities: See Relevant Details above (d) registered holder(s) of securities once transfers registered: N/A as no transfer being registered Details of transactions and events giving rise to person beginning to have substantial holding Details of the transactions or other events requiring disclosure under the instructions to this form: On 27 October 2014, The Harvard Group Limited, Anthony Edwin Falkenstein and Ian Donald Malcolm as trustees of the Edwin Trust, Heather Jeanette Falkenstein and Ian Donald Malcolm as trustees of the Jeanette Trust, Anthony Edwin Falkenstein as sole trustee of The Renate Share Trust, Anthony Edwin Falkenstein, Heather Jeanette Falkenstein and Mairangi 2008 Limited as trustees of the Mairangi Trust, Anthony Edwin Falkenstein, Anthony Edwin Falkenstein and Ian Donald Malcolm as trustees of the Edwin Trust as bare trustees for Anthony Edwin Falkenstein and Leon Fourie as trustees of the Falkenstein Unitec Business School Charitable Trust, Anthony Edwin Falkenstein and Christopher Roy Saunders as trustees of the Falkenstein Onehunga Business School Charitable Trust and Anthony Edwin Falkenstein and Gregory Paul Whittred as trustees of the Falkenstein University of Auckland Business School Charitable Trust entered into a joint venture agreement ("Joint Venture Agreement") pursuant to which the parties agreed to act in concert in respect of a full takeover offer for all of the securities on issue in Just Water International Limited not already held by the parties and the disposition of securities by the parties. A copy of the Joint Venture Agreement accompanies this notice. Additional information Nature of connection between substantial security holders: The Harvard Group Limited, Anthony Edwin Falkenstein and Ian Donald Malcolm as trustees of the Edwin Trust, Heather Jeanette Falkenstein and Ian Donald Malcolm as trustees of the Jeanette Trust, Anthony Edwin Falkenstein as sole trustee of The Renate Share Trust, Anthony Edwin Falkenstein, Heather Jeanette Falkenstein and Mairangi 2008 Limited as trustees of the Mairangi Trust, Anthony Edwin Falkenstein, Anthony Edwin Falkenstein and Ian Donald Malcolm as trustees of the Edwin Trust as bare trustees for Anthony Edwin Falkenstein and Leon Fourie as trustees of the Falkenstein Unitec Business School Charitable Trust, Anthony Edwin Falkenstein and Christopher Roy Saunders as trustees of the Falkenstein Onehunga Business School Charitable Trust and Anthony Edwin Falkenstein and Gregory Paul Whittred as trustees of the Falkenstein University of Auckland Business School Charitable Trust are parties to the Joint Venture Agreement. Address(es) of substantial security holder(s): c/o Harvard JV 3 Dudley Road Mission Bay Auckland 1071 New Zealand Name of any other person believed to have given, or believed to be required to give, a disclosure under the Act in relation to the securities to which this disclosure relates: The Harvard Group Limited, Anthony Edwin Falkenstein and Ian Donald Malcolm Declaration I, Anthony Edwin Falkenstein, declare that, to the best of my knowledge and belief, the information contained in this disclosure is correct and that I am duly authorised to make this disclosure by all persons for whom it is made. End CA:00256882 For:JWI Type:SSH Time:2014-10-28 10:55:17
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