Compliance & Operational Risk Control Form... · 2018-08-06 · Level 10, 16 St Georges Terrace, PERTH, WA, 6000, Australia cc Australia Stock Exchange Exchange Centre, 20 Bridge

UBS AG Singapore Branch One Raffles Quay #50-01 North Tower Singapore 048583 Tel. +65 6495 8000 Compliance & Operational Risk Control

6 August 2018

Incorporated in Switzerland with Limited Liability

to Jupiter Mines Limited Level 10, 16 St Georges Terrace, PERTH, WA, 6000, Australia

cc Australia Stock Exchange

Exchange Centre, 20 Bridge Street, Sydney, NSW, 2000

subject Substantial holding disclosure – Jupiter Mines Limited ("JMS")

Dear Sir / Madam

UBS AG, Australia Branch ("UBS") is underwriting a secondary block ("Block Trade") of ordinary securities in JMS.

UBS entered into an agreement with respect to the Block Trade on 2 August 2018 (“Block Trade Agreement"). Through the operation of section 608(8) of the Corporations Act 2001 (Cth), UBS has obtained a relevant interest in approximately 15.28% of JMS's ordinary securities.

Attached to this letter is UBS’s substantial holder notice that has been lodged with the ASX containing details of this relevant interest (including a copy of the Block Trade Agreement).

Upon settlement of the Block Trade, UBS in its capacity as underwriter of the Block Trade will cease to have a relevant interest in the JMS ordinary securities the subject of the Block Trade.

Yours sincerely, UBS Group AG Serene Peh

Joanne Chan

Compliance & Operational Risk Control Compliance & Operational Risk Control

katangsh

Stamp

katangsh

Stamp

Form 603

Corporations Law Section 671B

Notice of initial substantial holder

To: Company Name/Scheme JUPITER MINES LIMITED ACN/ARSN 105 991 740 1. Details of substantial holder (1) Name: UBS Group AG and its related bodies corporate ACN/ARSN (if applicable) The holder became a substantial holder on: 2 August 2018

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

Persons’ votes (5)

Voting power (6)

Ordinary 299,426,283 299,426,283 15.28%

3. 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

UBS AG London Branch Beneficial Owner 587,117 Ordinary

Prime Broker that has exercised its borrowing right in respect of shares pursuant to a Prime Broking Agreement (see Appendix A)

16,150,757 Ordinary

UBS Securities Australia Ltd Beneficial Owner 21,533,879 Ordinary

UBS AG, Australia Branch

Relevant interest in Jupiter Mines Limited shares to the extent arising under the terms of the Block Trade Agreement ("BTA") between UBS AG, Australia Branch and Investec Bank Limited to the extent arising under section 608(8) of the Corporations Act 2001 (Cth). (See Appendix B)

261,154,530 Ordinary

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest

Registered holder of securities

Person entitled to be registered as holder (8)

Class and number of securities

UBS AG London Branch Various Custodians UBS AG London Branch 587,117 Ordinary

Citicorp Nominees Pty Ltd UBS AG London Branch 16,150,757 Ordinary

UBS Securities Australia Ltd Brispot Nominees Pty Ltd UBS Securities Australia Ltd 21,533,879 Ordinary

UBS AG, Australia Branch Investec Bank Limited Investec Bank Limited 261,154,530 Ordinary

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 interest Date of acquisition Consideration (9) Class and number of securities

Cash Non-cash

Please see Appendix C.

6. Associates The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ ARSN (if applicable) Nature of association

UBS AG London Branch Related body corporate

UBS Securities Australia Ltd Related body corporate

Brispot Nominees Pty Ltd Related body corporate

UBS AG, Australia Branch Related body corporate

7. Addresses The addresses of persons named in this form are as follows:

Name Addresses

Details of all UBS offices can be found through the following link: http://apps2.ubs.com/locationfinder/

SIGNATURE

Print Name:

Serene Peh

Capacity:

Authorised signatory

Sign Here:

Date:

6 August 2018

Print Name:

Joanne Chan

Capacity:

Authorised signatory

Sign Here:

Date:

6 August 2018

Contact details for this notice: ----------------------------------------------------- Serene Peh Compliance & Operational Risk Control (T) +65 6495 5283 ------------------------------------------------

katangsh

Stamp

katangsh

Stamp

Appendix A

The information in this appendix is based on the relevant standard UBS agreement. A copy of the agreement is available to the company, or responsible entity to whom the prescribed form must be given, or to ASIC, upon request.

Holder of relevant interest UBS AG, London Branch

Type of agreement Prime Brokerage Agreement

Parties to agreement (i) UBS AG, London Branch (“UBS

AG”)

(ii) Client (Please refer to Appendix

A-1.)

Transfer date Please refer to Appendix A-1.

Holder of voting rights UBS AG

Are there any restrictions on

voting rights?

No.

If yes, detail N/A

Scheduled return date (if any) None.

Does the borrower have the right

to return early?

Yes.

If yes, detail The borrower (i.e. UBS AG) has the

right to return at its discretion.

Does the lender have the right to

recall early?

Yes.

If yes, detail The lender (i.e. Client) can recall at

its request subject to compliance

with margin requirements and the

terms of the relevant loan.

Will the securities be returned on

settlement?

Yes.

If yes, detail any exceptions None.

Appendix A-1

Prime Brokerage Agreement - UBS AG, London Branch

Parties to agreement Transfer date

Tribeca Segregated Portfolio Company on behalf and for the account of the Tribeca Global

Natural Resources Segregated Portfolio

(i) 10 July 2018

Neon Liberty Emerg Mkts Fd L.P. (i) 20 July 2018

Appendix B

JMS - Appendix CDate of change Person whose relevant interest changed Nature of Change Consideration given in

relation to change Number of securities Class

18-Apr-18 UBS Securities Australia Ltd Buy 975,214 2,502,473 Ordinary

18-Apr-18 UBS Securities Australia Ltd Buy 682,068 1,773,910 Ordinary

19-Apr-18 UBS Securities Australia Ltd Buy 311,579 743,448 Ordinary





23-Apr-18 UBS AG London Branch Stock received N/A 3,560,032 Ordinary





24-Apr-18 UBS Securities Australia Ltd Sell 84,592 (213,240) Ordinary

24-Apr-18 UBS Securities Australia Ltd Buy 1,240 620 Ordinary

24-Apr-18 UBS Securities Australia Ltd Sell 620 (620) Ordinary


27-Apr-18 UBS Securities Australia Ltd Sell 136,564 (340,985) Ordinary






01-May-18 UBS Securities Australia Ltd Buy 686 1,781 Ordinary

01-May-18 UBS Securities Australia Ltd Buy 69,571 181,695 Ordinary






03-May-18 UBS Securities Australia Ltd Sell 10,183 (26,368) Ordinary













































01-Jun-18 UBS Securities Australia Ltd Buy 17,574 47,040 Ordinary

04-Jun-18 UBS Securities Australia Ltd Sell 69,659 (185,658) Ordinary













14-Jun-18 UBS Securities Australia Ltd Buy 357 1,020 Ordinary

















22-Jun-18 UBS Securities Australia Ltd Buy 537 1,432 Ordinary






27-Jun-18 UBS AG London Branch Stock returned N/A (3,560,032) Ordinary









02-Jul-18 UBS Securities Australia Ltd Buy 50,547 128,032 Ordinary


02-Jul-18 UBS Securities Australia Ltd Sell 8,190 (21,000) Ordinary














10-Jul-18 UBS Securities Australia Ltd Sell 790 (2,000) Ordinary

11-Jul-18 UBS AG London Branch Stock received N/A 3,810,032 Ordinary

















23-Jul-18 UBS AG London Branch Stock received N/A 12,897,200 Ordinary



23-Jul-18 UBS Securities Australia Ltd Buy 474,742 1,209,533 Ordinary



25-Jul-18 UBS AG London Branch Buy 228,976 587,117 Ordinary






31-Jul-18 UBS AG London Branch Stock returned N/A (170,198) Ordinary

01-Aug-18 UBS AG London Branch Stock returned N/A (203,252) Ordinary

02-Aug-18 UBS AG London Branch Stock returned N/A (183,025) Ordinary

02-Aug-18 UBS Securities Australia Ltd Sell 293,210 (849,885) Ordinary

02-Aug-18 UBS AG, Australia Branch

Relevant interest in Jupiter Mines Limited shares to the extent arising under the terms of the Block Trade Agreement ("BTA") between UBS AG, Australia Branch and Investec Bank Limited to the extent arising under section 608(8) of the Corporations Act 2001 (Cth). (See Appendix B) N/A 261,154,530 Ordinary

Documents

Compliance & Operational Risk Control Form... · 2018-08-06 · Level 10, 16 St Georges Terrace, PERTH, WA, 6000, Australia cc Australia Stock Exchange Exchange Centre, 20 Bridge