Matrix Composites & Engineering : Notice of change of interests of substantial shareholder (1)

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FAXMESSAGE

Date: 10 January 2017

To: Company: Fax number:

Company Announcements Office Australian Stock Exchange

[phone]

From: Steven Johnson Contact number: 02 8305 6051 Pgs (inc cover): 3

FORM 604 - NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

We attach a change of interests of substantial holder notice with regards to our interest in shares in Matrix Composrtes & Engineering (MCE),

Steven Johnson Director

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To ACNIARSN

Matrix Composites & Engineering Ltd (ASX Code: MCE) 009 435 250

1. Details of substantial holder (1)

Name Forager Funds Management Pty Ltd

ABN 78 138 351 345

There was a change in the interests of the substantial holder on	06101/2017
The previous notice was given to the company on	05101/2017
The previous notice was dated	05/05/2017

1. 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 relevant interest (3) in when last required, and when now required, to give a substant1a l hoIding notice to the company or scheme, are as foIIows:

   Class of securities (4)	Previous notice	Present notice
   Person's votes I Voting power (5)	Person's votes I Voting power (5)
   Ordina1v Shares	10,994,870 I 11.73%	12,494,870 I 13.33%

2. Details in relevant interests

   dinq notice to the companv or scheme are as foll			ows:
   Person whose relevant interest changed	Nature of change (6)	Date of acquisition	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
   Forager Funds Management Pty Ltd	On Market Purchase	06/01/2017	$601,650	1,500,000 Ordinary Shares	1,500,000

   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 hol

3. Present relevant interests

   ParttcuIars of each reIevant .1nterest of the SUbstant1al h0lder 1n vot1na secun 1es after the chanae are as foIIows:

   Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder ( 8	Nature of relevant interest (6)	Class and number of securities	Person's votes
   Forager Funds	JP Morgan Nominees	The Trust	Power to (or to	10,418,850	11.11%
   Management	Australia Limited as	Company Limrted	control) exercise vote	ordinary
   Ply Ltd	custodian of the Forager	as responsible	on 10,418,850 fully	shares
   	Australian Shares Fund	entity of the	paid ordinary shares
   	ARSN 139 641 491	Forager Australian	and/or dispose of the
   		Shares Fund	securities as
   		ARSN 139 641	investment manager
   		491	of the Forager
   			Australian Shares
   			Fund and Forager
   			Wholesale Value
   			Fund
   rorager Funds	Custodians	I IV!acro Caprtal as	Power to (or to	L,v , v vo 1 ordinary shares	2.22%
   Management	Limited as custodian of	Responsible	control) exercise vote
   Pty Ltd	the Forager Wholesale	Entity of the	on 2,076,020 fully
   	Value Fund ARSN 110	Forager	paid ordinary shares
   	619 488	Wholesale Value	and/or dispose of the
   		Fund	securities as
   		ARSN 110 619	investment manager
   		488	of the Forager
   			Wholesale Value
   			Fund

4. Changes in association

   The person 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/ASRN (if annlicable) Name of association

5. Addresses

The addresses o oersons named on th1s form are as foIIows:

Name	Address
Matrix Composites & Engineering Limited	150 Quill Way, Henderson, WA Australia, 6166
The Trust Company Limited	Angel Place, 123 Pitt Street, Sydney, NSW, Australia
Forager Funds Management Pty Ltd	Sutte 3.02. 66 King Street. Sydney, NSW. Australia. 2000
Macro Capital Limited	Unit 2, 55 Salvado Road, Subiaco, WA Australia, 6008

Signature

Print name: Steven Johnson Capacity: Director

Signature: Date: 1O January 2017

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 6 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 6718(7) of the Corporations Act 2001.

4. The voting shares of a company constitute one class unless divided into separate classes.

5. The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

6. Include details of:

7. any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 6718(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

8. 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_

9. Details of the consideration must include any and all benefits, money 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 !f 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.

10. 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".

11. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.