Somnomed : TDM Substantial Shareholder Notice SOM – 12.5.17

•tdm.

asset management

To:

ASX Company Announcements

Company: TDM Asset Management

Fax No:

1300 135 638 Pages:4

From:

Jason Sandler Attention:

The Manager, ASX Company Announcements

Date:

Friday, 12 May 2017 Email:[e-mail]

Subject: Form 604, Notice of change of interests of substantial holder

Dear Madam ISir,

Please find attached Form 604, Notice of change of interests of substantial holder concerning shares in SomnoMed Limited ("SOM") controlled by TDM Asset Management Pty Ltd ("TOM").

Jae/;.,--

Com pany Secretary

Sydney Office

Level 10, 66Hunter Street,

Sydney, NSW 2000

Phone: [phone]Fax: [phone]

www.tdmam.com.au

New York Office

Level 26,Seagram Building, 375Park Avenue, New York, NY 10152

Phone: +l 212 634 6882Fax: +l 212 634 7474

www.tdmam.com

AFSL No 331087

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
ORD	6,247,419	10.88%	6,917,454	11.95%

604 paQe 1/2 15 July2001

Form 604 Corporations Act 2001 Section 6718 Notice of change of interests of substantial holder
To Company Name/Scheme ACN/ARSN 1. Details of substantial holder (1) Name ACN/ARSN (if applicable)	SomnoMed Limited
	003 255 221
	TOM ASSET MANAGEMENT PTY LIMITED AND ITS ASSOCIATES LISTED IN ANNEXURE A
	133 246 330
There was a change in the interests of the substantial holder on 12/05/2017 The previous notice was given to the company on 08/12/2016 The previous notice was dated 08/12/2016 Previous and present voting power Changes in relevant interests Present relevant interests 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: 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: Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: Holder of Registered Person entitled Nature of Class and relevant holder of to be registered relevant number of Person's votes interest securities as holder (8) interest (6) securities Refer to Refer to Annexure A Refer to Annexure A Power to vote ORD Refer to Annexure A Annexure A

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
5/05/2017	Refer Annexure A	Exercise of options	$3.00 per share	400,000 ORD	Refer to Annexure A
12/05/2017	Refer Annexure A	On market transactions	Market prices	270,035 ORD	Refer to Annexure A

1005137 v1 KnowledgeBank 12 05 17

604 ae212 15 Jul 2001

1. 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:

   J',jame and ACN/ARSN (if applicable)	Nature or association
   N/A	N/A

2. Addresses

The addresses or persons named in this form are as follows:

Name	Address
Refer to Annexure A	Refer to Annexure A

Signature

print name Jason Sandler capacity Company Secretary

sign here date 12 May 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 or 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 or:

7. any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 6718(4) applies, a copyof 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 if the benefit is conditional on the happening or not of a contingency. Details must be included on 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 or 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.

12. 1005137 v1 Know1edge6ank 12 05 17

    •tdm.

    asset management

    Sydney Office Level 10, 66Hunter Street

    Sydney, NSW 2000

    Phone: [phone]

    Fax: [phone]

    New York Office Level 26,Seagram Building, 375Park Avenue

    New York NY 10152

    Phone: +l 212 634 6882

    Fax: [phone]

    www.tdmam.com AFSL NO 331087

    12 May 2017 ANNEXURE A

    This is page 1of 1of Annexure A referred to in Form 604 "Notice of change of interests of substantial holder"

    Holder of relevant interest	Nature of relevant interest	Class and number of securities
    TDM Asset Management Pty Limited ACN 133 246 330	Section 608(1)(b) and {c) - power to control the voting rights and disposal of shares as discretionary investment manager	ORD: 6,917,454

    The associated entities of TDM Asset Management Pty Ltd are:

    TDMAM Pty Limited ACN 107 851730	Section 608(3){a) - voting power in TDM Asset Management Pty Limited is above 20%	ORD:6,917,454
    Madleowill Investments Pty Limited ACN 140 947 584	Section 608(3)(a) - voting power in TDM Asset Management Pty Limited is above 20%	ORD:6,917,454
    Zoolander Investments Pty Limited ACN 112 486 110	Section 608(3)(a) -voting power in TDM Asset Management Pty Limited is above 20%	ORD:6,917,454

    The associated entities of TDMAM Pty Ltd are: Thomas Cowan, Rebecca Cowan

    The associated entities of Madleowill Investments Pty Ltd are: Hamish Corlett

    The associated entities of Zoolander Investments Pty Ltd are: Benjamin Gisz

    The registered office of all entities named in Annexure A is: Level 10, 66 Hunter Street, Sydney NSW 2000