News & Media

Aurora Funds Management Limited (Aurora), in its capacity as responsible entity for the HHY Fund, hereby advises that the resolution proposed by Wilson Asset Management (International) Pty Ltd (WAMI) and its related entities, to remove Aurora as the responsible entity of the HHY Fund, was not passed at today’s meeting of unitholders.

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Aurora Funds Management Limited (Aurora), in its capacity as the responsible entity of the HHY Fund (ARSN 112 579 129) (HHY), today lodges a Notice of Meeting convening a meeting of HHY Unitholders (Meeting).

The Meeting will take place as follows:

Date: Thursday, 12 September 2019
Time: 10:30 am registration – 11:00 am meeting commences

Venue: at the roof top meeting room (level 7), 370 St Kilda Road, Melbourne VIC 3004.

The Meeting is being called at the request of WAM Capital Limited, WAM Active Limited and Botanical Nominees Pty Limited as trustee for the Wilson Asset Management Equity Fund (WAM). Unitholders should be aware that the proposed meeting and resolutions have not been proposed or endorsed by Aurora.

The Board of Aurora has prepared, and includes with this Notice of Meeting, a detailed Explanatory Memorandum to assist HHY Unitholders in forming a decision on how to vote on the proposed resolutions.

If you have any queries do not hesitate to contact Mr Adrian Tilley by telephone +61 411 886 626 or by email (adrian@aurorafunds.com.au).

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Aurora Funds Management Limited (“Aurora”), in its capacity as responsible entity of HHY Fund (“HHY” or “Fund”) refers to its 11 July 2019 announcement of the termination of its Investment Management Agreement with Keybridge Capital Limited dated 30 June 2016 (“Investment Management Agreement”).

The notice period of 5 Business Days under the Investment Management Agreement has now elapsed, and Keybridge Capital Limited is no longer the investment manager of HHY.

Aurora Funds Management Limited (“Aurora”), in its capacity as responsible entity of HHY Fund (“HHY” or “Fund”), has today notified Keybridge Capital Limited, providing 5 Business Days’ notice, of the termination of its Investment Management Agreement dated 30 June 2016, in relation to HHY.  Aurora, as responsible entity, will assume the investment management responsibilities and duties for the Fund.  Aurora will not charge a management fee, resulting in a reduction in expenses for the Fund.

Aurora Funds Management Limited as responsible entity of the Aurora Dividend Income Trust (ADIT) refers to its 5 July 2019 ASX Announcement of the Bidder’s Statement for an all scrip takeover bid for 100% of the fully paid ordinary shares in Yowie Group Limited (YOW) for a consideration of $0.09 per share (the Bid).

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Aurora Funds Management Limited as responsible entity of the Aurora Dividend Income Trust (ADIT) refers to its 20 May 2019 ASX Announcement of its intention to make an all scrip takeover bid for 100% of the fully paid ordinary shares in Yowie Group Limited (YOW) for a consideration of $0.09 per share (the Bid).

In accordance with step 5 in the table in section 633(1) of the Corporations Act 2001 (Cth), please find attached a copy of the bidder’s statement made by ADIT in relation to its Bid for all of the ordinary shares in Yowie which are not owned by or on behalf of the bidder.

A copy of the bidder’s statement has been lodged with the Australian Securities and Investments Commission and sent to YOW today.

Read more here.

Aurora Funds Management Limited (Aurora), in its capacity as the responsible entity of the Aurora Absolute Return Fund (ABW or Fund), provides the following update concerning the NSW Supreme Court proceedings commenced by Aurora in order to resolve the confusion as to the identity of the responsible entity of the Fund, caused by the conduct of Primary Securities Limited (Primary) in calling and holding the purported meeting of 15 January 2019.

This afternoon, Her Honour Justice Rees delivered her Judgment. Her Honour found that Aurora was not properly removed, and Primary not properly appointed, as the responsible entity of ABW. Amongst the reasons given, Her Honour noted that the members who purported to call the meeting of 15 January 2019 had not been identified as required by the Corporations Act and that 25% of the unit holders in ABW had not received adequate notice of the meeting.

Her Honour made Orders, which have been stayed for seven (7) days, to allow Primary to consider whether to appeal: 1. declaring that the meeting of the Fund on 15 January 2019 was invalid, as were the resolutions passed at that meeting, and that Primary is not and never has been the responsible entity of ABW; 2. requiring ASIC to rectify its record of registration, so that Aurora is reinstated as responsible entity of ABW; and 3. requiring Primary to pay Aurora’s costs.

Aurora will update unit holders and the market once the period of the stay on Her Honour’s Orders has expired.

Aurora is prepared to conditionally increase its Bid Value Amount to $0.82 per share and would support a material special dividend being paid by 8EC.

Aurora Funds Management Limited (Aurora), as responsible entity of the Aurora Dividend Income Trust (ARSN 151 947 732) (ADIT or Fund), notes the ‘Sale and Distribution of Company’s Assets’ ASX announcement made by 8IP Emerging Companies Limited (8EC or Company) on 16 May 2019.

Aurora lodged a copy of its Bidder’s Statement with ASIC, 8EC and ASX on 17 May 2019 relating to its takeover bid for 8EC shares (Bid) and is still considering the impact of 8EC’s recent Sale and Distribution announcement on the Bid. In the meantime, Aurora notes that 8EC has sufficient reserves1 and cash2 to immediately declare, and pay, a special dividend of $0.20 under the Corporations Act. As such, Aurora is prepared to commit not to rely on the conditions of the Bid to the extent necessary to allow 8EC to immediately distribute, as a special dividend, $0.20 per share during the Bid period.

Further, if 8EC immediately declares such a special dividend, Aurora would be prepared to increase the Bid Value Amount under its scrip bid from $0.75 per share to $0.82 per share (less the amount of any dividend payment, pursuant to section 11.7(c) of the Bidder’s Statement), with the NTA floor moving by a corresponding amount.3

Aurora believes that this would provide a materially improved outcome for all 8EC shareholders whilst also being consistent with the agenda promoted by 8EC’s directors.

In Aurora’s view, this proposal if adopted by 8EC would be superior to 8EC’s proposal as it would provide shareholders with: 1. immediate access to over 20% of their share of the Company’s assets; and 2. a simple mechanism for each shareholder to realise the rest of their investment when they want to by accepting into a fund that provides off-market redemptions at NTA4 on request.

1 8EC advised that it has a profit reserve (from which it can pay dividends) of $9,241,181 as at 31 December 2018 according to the half yearly financial statements lodged on 21 February 2019 which would be sufficient to pay a dividend of at least $0.20 per share 2 8EC advised that it had cash and cash equivalents of $0.48 per share at 30 April 2019 per its ASX Announcement on 16 May 2019. 3 That is, Aurora’s NTA condition in section 11.8(a) would require 8EC to have NTA of $0.82 per 8EC Share. If 8EC were to declare $0.20 special dividend (or any other amount) its Minimum NTA condition would also be decreased by a corresponding amount. 4 On the basis that Aurora gains a relevant interest of at least 50%.

Aurora Funds Management Limited (Aurora), as responsible entity of ADIT, is pleased to announce ADIT’s intention to make an off-market scrip takeover bid (Bid) for all of the shares in YOW. Each YOW shareholder who accepts the Bid will receive ADIT units having a value at the close of the Bid of 9 cents per YOW share.

The Bid consideration represents a 16.9% premium to YOW’s most recent closing price of 7.7 cents, 18.4% premium above the 30-day volume weighted average price (VWAP) and 8.5% above the 60-day VWAP, of YOW shares ended on 17 May 2019.

The proposed Bid is subject to a range of defeating conditions which are summarised in the schedule attached to this announcement.

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Aurora Funds Management Limited as responsible entity of the Aurora Dividend Income Trust (ADIT) refers to its 5 April 2019 ASX Announcement of its intention to make an all scrip takeover bid for 100% of the fully paid ordinary shares in 8IP Emerging Companies Limited (8EC) for a consideration of $0.75 per share (the Bid).

In accordance with step 5 in the table in section 633(1) of the Corporations Act 2001 (Cth), please find attached a copy of the bidder’s statement made by ADIT in relation to its Bid for all of the ordinary shares in 8EC which are not owned by or on behalf of the bidder.

A copy of the bidder’s statement has been lodged with the Australian Securities and Investments Commission and sent to 8EC today.

Read here.