Change in substantial holding from MS
Released
Released
Announcement PDF
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
To Company Name/Scheme
HASTINGS TECHNOLOGY METALS LTD
ACN/ARSN
122 911 399
1.
Details of substantial holder (1)
Name
Morgan Stanley and its subsidiaries listed in Annexure A
ACN/ARSN (if applicable)
Not Applicable
There was a change in the interests of the
substantial holder on
February 05, 2024
The previous notice was given to the company on
February 06, 2024
The previous notice was dated
The holder became aware on
February 02, 2024
February 07, 2024
2.
Previous and present 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 when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:
Class of securities (4)
Ordinary Shares
Previous notice
Person’s votes
Present notice
Person’s votes
Voting power (5)
9,581,325
7.41%
12,040,912
Based on 129,366,652
Ordinary Shares
Outstanding
3.
Voting power (5)
9.31%
Based on 129,366,652
Ordinary Shares
Outstanding
Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or
scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
4.
Date of
change
Person whose relevant interest changed
Nature of change
(6)
Consideration given in
relation to change (7)
Class and number of
Securities affected
Person’s
votes
affected
02/05/2024
Morgan Stanley & Co. International plc
Collateral Received
N/A
2,459,587 Ordinary Shares
2,459,587
Class and number
of securities
Person's
votes
Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
Holder of relevant
interest
Person entitled
Registered holder
to be registered
of securities
as holder (8)
Nature of relevant interest (6)
Morgan Stanley & Co.
International plc
HSBC Custody
Nominees
(Australia) Limited
Not Applicable
Holder of securities subject to an obligation to return under a 11,922,280
prime brokerage agreement.
Ordinary Shares
11,922,280
Morgan Stanley
Australia Securities
Limited
Morgan Stanley
Australia Securities
(Nominee) Pty
Limited
Not Applicable
Shares held or in respect of which the holder may exercise
118,632 Ordinary
control over disposal in the ordinary course of sales and
Shares
trading businesses.
118,632
1
Each of the entities (as
listed in Annexure A) in
the Morgan Stanley
group upstream of the
above entities
Each of the above entities is a body corporate that each
upstream entity controls and therefore has the relevant
interests that the above entities collectively have.
12,040,912
Ordinary Shares
12,040,912
5. Changes in association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in
relation to voting interests in the company or scheme are as follows:
Name and ACN/ARSN (if applicable)
Nature of association
Not Applicable
Not Applicable
6. Addresses
The addresses of persons named in this form are as follows:
Name
Address
Morgan Stanley
1585 Broadway, New York, New York, 10036, USA.
Morgan Stanley & Co. International plc
Legal & Compliance Department, 25 Cabot Square, Canary Wharf, London, E14 4QA,
UNITED KINGDOM.
Morgan Stanley Australia Securities Limited
Level 39, Chifley Tower, 2 Chifley Square, Sydney, 2000, AUSTRALIA.
Signature
print name
Nana Yoshida
sign here
2
capacity
Vice President
date
February 07, 2024
Annexure A
List of Morgan Stanley and its subsidiaries that have a relevant interest or deemed to have a relevant interest in the shares or units stated in Section 4.
Name
└─┬─Morgan Stanley
└─┬─Morgan Stanley International Holdings Inc.
├─┬─Morgan Stanley (Australia) Securities Holdings Pty Limited
│ └───Morgan Stanley Australia Securities Limited
└─┬─Morgan Stanley International Limited
└─┬─Morgan Stanley Investments (UK)
└───Morgan Stanley & Co. International plc
Signature
print name
Nana Yoshida
sign here
3
capacity
Vice President
date
February 07, 2024
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
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.
(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:
(a)
any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any
document setting 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
(b)
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 to 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.
(8)
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)
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.
4
GUIDE
This guide does not form part of the prescribed form
and is included by ASIC to assist you in completing and
lodging form 604.
Signature
This form must be signed by either a director or a secretary of the substantial holder.
Lodging period
Nil
Lodging Fee
Nil
Other forms to be
completed
Nil
Additional information
(a)
If additional space is required to complete a question, the information may be included on a separate piece of
paper annexed to the form.
(b)
This notice must be given to a listed company, or the responsible entity for a listed managed investment scheme.
A copy of this notice must also be given to each relevant securities exchange.
(c)
The person must give a copy of this notice:
(i)
within 2 business days after they become aware of the information; or
(ii)
by 9.30 am on the next trading day of the relevant securities exchange after they become aware of the
information if:
(A)
a takeover bid is made for voting shares in the company or voting interests in the scheme; and
(B)
the person becomes aware of the information during the bid period.
To make any annexure conform to the regulations, you must
Annexures
1
use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides
2
show the corporation name and A.C.N or ARBN
3
number the pages consecutively
4
print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied
5
identify the annexure with a mark such as A, B, C, etc
6
endorse the annexure with the words:
This is annexure (mark) of (number) pages referred to in form (form number and title)
7
sign and date the annexure.
The annexure must be signed by the same person(s) who signed the form.
Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.
5
Annexure B:
This is Annexure B referred to in the Form 604: Notice of change of interests of substantial holder issued by Morgan Stanley and its
subsidiaries. The following is description of the securities lending agreements referenced in the accompanying Form 604.
Schedule
Type of Agreement
Parties to agreement
Transfer Date
Holder of Voting Rights
Are there any restrictions on voting rights?
If yes, detail Not applicable
Scheduled Return Date (if any)
International Prime Brokerage Agreement
Morgan Stanley & Co. International plc for itself and as agent and
trustee for and on behalf of the other Morgan Stanley Companies and
L1 LONG SHORT FUND LIMITED
20240205;
Prime broker has the right to vote securities rehypothecated from the
Client.
Yes/No
Open
Does the borrower have the right to return early?
Yes/No
If yes, detail Prime broker may return shares which were rehypothecated from the client at any time.
Does the lender have the right to recall early?
Yes/No
If yes, detail Prime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares
by the client.
Will the securities be returned on settlement?
Yes/No
If yes, detail any exceptions Upon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined
and on the basis of the amounts so established, an account shall be taken of what is due from each party to the other. The amounts due from
one party shall be set off against the amounts due from the other party and only the balance of the account shall be payable.
Schedule
Type of Agreement
Parties to agreement
Transfer Date
Holder of Voting Rights
Are there any restrictions on voting rights?
If yes, detail Not applicable
Scheduled Return Date (if any)
International Prime Brokerage Agreement
Morgan Stanley & Co. International plc for itself and as agent and
trustee for and on behalf of the other Morgan Stanley Companies and
EQUITY TRUSTEES LIMITED AS TRUSTEE FOR L1 CAPITAL LONG SHORT
FUND
20240205;
Prime broker has the right to vote securities rehypothecated from the
Client.
Yes/No
Open
Does the borrower have the right to return early?
Yes/No
If yes, detail Prime broker may return shares which were rehypothecated from the client at any time.
Does the lender have the right to recall early?
Yes/No
If yes, detail Prime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares
by the client.
Will the securities be returned on settlement?
Yes/No
If yes, detail any exceptions Upon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined
and on the basis of the amounts so established, an account shall be taken of what is due from each party to the other. The amounts due from
one party shall be set off against the amounts due from the other party and only the balance of the account shall be payable.
Schedule
Type of Agreement
Parties to agreement
Transfer Date
Holder of Voting Rights
Are there any restrictions on voting rights?
If yes, detail Not applicable
Scheduled Return Date (if any)
Does the borrower have the right to return early?
International Prime Brokerage Agreement
Morgan Stanley & Co. International plc for itself and as agent and
trustee for and on behalf of the other Morgan Stanley Companies and
L1 CAPITAL LONG SHORT (MASTER) FUND
20240205;
Prime broker has the right to vote securities rehypothecated from the
Client.
Yes/No
Open
Yes/No
If yes, detail Prime broker may return shares which were rehypothecated from the client at any time.
Does the lender have the right to recall early?
Yes/No
If yes, detail Prime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares
by the client.
Will the securities be returned on settlement?
Yes/No
If yes, detail any exceptions Upon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined
and on the basis of the amounts so established, an account shall be taken of what is due from each party to the other. The amounts due from
one party shall be set off against the amounts due from the other party and only the balance of the account shall be payable.
The above schedules are based on the relevant standard agreements. The entity filing the report will, if requested by the company or
responsible entity to whom the prescribed form must be given or ASIC, give a copy of the agreement to the company, responsible
entity or ASIC.
Signature
print name Nana Yoshida
sign here
capacity Vice President
date
February 07, 2024
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