ERD 3.80% 82.0¢ eroad limited ordinary shares

Ann: SSH: ERD: SPH Notice - EROAD Limited

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    					ERD
    29/05/2015 15:23
    SSH
    NOT PRICE SENSITIVE
    REL: 1523 HRS EROAD Limited
    
    SSH: ERD: SPH Notice -  EROAD Limited
    
    Disclosure of movement of 1% or more in substantial holding
    or change in nature of relevant interest, or both
    
    Sections 277 and 278, Financial Markets Conduct Act 2013
    Note: This form must be completed in accordance with the instructions at the
    end of the form.
    
    To NZX Limited
    and
    To EROAD Limited
    
    Relevant event being disclosed: Movement of 3.937% in substantial holding
    
    Date of relevant event: 29 May 2015
    
    Date this disclosure made: 29 May 2015
    
    Date last disclosure made: 15 August 2014
    
    Substantial product holder(s) giving disclosure
    Full name(s): EROAD Limited
    
    Summary of substantial holding
    Class of quoted voting products: Ordinary Shares (NZX code: ERD)
    
    Summary for EROAD Limited
    
    For this disclosure,--
    (a) total number held in class: 21,123,658
    (b) total in class: 60,000,000
    (c) total percentage held in class: 35.206%
    For last disclosure,--
    (a) total number held in class: 23,485,752
    (b) total in class: 60,000,000
    (c) total percentage held in class: 39.143%
    
    Details of transactions and events giving rise to relevant event
    
    Details of the transactions or other events requiring disclosure: Each of the
    directors, members of the executive management team and the staff and close
    business associates of EROAD Limited who were issued shares on 15 June 2014
    (together, the Escrowed Shareholders) have entered into escrow arrangements
    with EROAD Limited in respect of the certain of their shares (the Escrowed
    Shares) pursuant to restricted security agreements (attached to EROAD
    Limited's disclosure on 15 August 2014) or the terms of issue of the relevant
    shares, as set out in more detail in EROAD Limited's disclosure on 15 August
    2014.
    
    Under those escrow arrangements, EROAD Limited has the power to control the
    disposition of the Escrowed Shares, as each Escrowed Shareholder has agreed
    not to sell or otherwise dispose of or do or omit to do anything which could
    have the effect of transferring effective ownership or control of any
    Escrowed Shares until the first business day after EROAD Limited's
    preliminary announcement has been released to the market in respect of its
    financial results for the year ended 31 March 2016 except as follows:
    
    o an Escrowed Shareholder may sell or otherwise transfer 10% of the Escrowed
    Shares held by that Escrowed Shareholder from the first business day after
    EROAD Limited's preliminary announcement has been released to the market in
    respect of its financial results for the year ended 31 March 2015; and
    
    o an Escrowed Shareholder may sell or otherwise transfer 20% (i.e. an
    additional 10%) of the Escrowed Shares held by that Escrowed Shareholder from
    the first business day after EROAD Limited's preliminary announcement has
    been released to the market in respect of its financial results for the half
    year ended 30 September 2015; and
    
    o in certain other circumstances outlined in EROAD Limited's disclosure on 15
    August 2014.
    
    Accordingly, on 29 May 2015, being the first business day after EROAD
    Limited's preliminary announcement was released to the market in respect of
    its financial results for the year ended 31 March 2015, EROAD Limited ceased
    to have a relevant interest in 2,362,094 shares, which are no longer Escrowed
    Shares.
    
    Details after relevant event
    
    Details for EROAD Limited
    Nature of relevant interest(s): Power to control the disposition of the
    Escrowed Shares as outlined above and more fully described in EROAD Limited's
    disclosure on 15 August 2014.
    
    For that relevant interest,--
    (a) number held in class: 21,123,658
    (b) percentage held in class: 35.206%
    (c) current registered holder(s): See attached schedule
    (d) registered holder(s) once transfers are registered:
    not applicable
    
    For a derivative relevant interest, also--
    (a) type of derivative: not applicable
    (b) details of derivative: not applicable
    (c) parties to the derivative: not applicable
    (d) if the substantial product holder is not a party to the derivative, the
    nature of the relevant interest in the derivative: not applicable
    
    Additional information
    
    Address(es) of substantial product holder(s): 260 Oteha Valley Road, Albany,
    Auckland, 0632, New Zealand
    
    Contact details: Steven Newman, Email: [email protected], Phone: +64
    9 415 15 65
    
    Name of any other person believed to have given, or believed to be required
    to give, a disclosure under the Financial Markets Conduct Act 2013 in
    relation to the financial products to which this disclosure relates: Steven
    Newman and NMC Trustees Limited as trustee of the NMC Investment Trust
    
    Certification
    I, Steven Newman, certify 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.
    
    Schedule: Registered Holders
    
    Afifa Chida 2,060 shares
    Amanda Tunstall 5,149 shares
    Amarda Trustee Limited 12,358 shares
    Andras Lipoth 4,120 shares
    Anthony Gibson 479,848 shares
    Anthony Lombardo 618 shares
    Aparna Gopalakrishnan 824 shares
    Brian Edward Michie 1,975,919 shares
    Bruce Wilson, Stephanie Wilson and SW Trust Services (Thirteen) Limited
    414,127 shares
    Candace Nicole Kinser and Kinser Trustee Ltd 33,358 shares
    Charles Rillstone 651 shares
    Cherie Murray 3,295 shares
    Christopher Michael Solomon 4,873 shares
    Clifford Burgess 2,060 shares
    Craig Playfair 4,873 shares
    David and Joanne Morton 4,120 shares
    Denys Tyshetskyy 647 shares
    Fay Parsons 3,254 shares
    Gareth Davies 618 shares
    Gareth Robins 4,120 shares
    Georgina Simmons 618 shares
    Guy Hocquard 2,060 shares
    HGM Services Limited 8,124 shares
    Ingrid Warwood 3,250 shares
    Jarred Clayton 368,349 shares
    Jennifer Doreen Leybourne 5,520 shares
    John Duneas 20,597 shares
    John. A. A. Opiola 6,179 shares
    Jonathan Morgan 824 shares
    Jordan Hagan 16,890 shares
    Lowelly PTY Ltd ATF Lowelly Superannuation Fund 119,463 shares
    Mark Simpson and Sharyn Simpson 68,242 shares
    Matthew Dorfman 26,776 shares
    Matthew John Bates 824 shares
    Michael Bushby 20,999 shares
    Michael Swarbrick 64,975 shares
    Nigel Gray 4,120 shares
    Nina Elter 4,943 shares
    NMC Trustees Limited 14,399,275 shares
    Paul Hewlett 12,358 shares
    Paul Sinclair 8,239 shares
    Rebecca Lal 618 shares
    Rebecca McKaskell 1,854 shares
    Sara Goessi 4,120 shares
    Sarah Farmiloe 2,472 shares
    Scott Daniels 811 shares
    Sean Hope 4,120 shares
    Shellie Highsted 3,089 shares
    SLK Asset Management Limited 521,096 shares
    Soona Lee 1,030 shares
    Sophie Blyth 989 shares
    Stefanie Smith 618 shares
    Steve Morello 4,120 shares
    SW Trust Services (Twelve) Limited 2,141,865 shares
    Tim Power 16,478 shares
    Tony and Vanessa McNaught 42,224 shares
    Travis Dunn 26,776 shares
    Wayne Hudson and Anthony Gibson 222,432 shares
    Ying Wang 6,179 shares
    Yll Murati 3,250 shares
    End CA:00265036 For:ERD    Type:SSH        Time:2015-05-29 15:23:15
    				
 
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