GOFO Prospectus ASIC 050220 · in Australia. The horse racing industry is a mature industry with...

PROSPECTUS

GROUP ONE THOROUGHBREDS (AUST) LTD

ABN 52 639 721 832

YOUR SONG x LE SILLAGE SHARES

DATED: 13TH JULY 2020

Registered office: 8 Jacana Avenue

Narara NSW 2250

Phone: 1800 998 652

Fax: (02) 4311 3777

Website:

Email:

www.grouponethoroughbreds.com.au

[email protected]

http://www.grouponethoroughbreds.com.au/

mailto:[email protected]

TABLE OF CONTENTS

IMPORTANT INFORMATION ................................................................................................................... 3

1. INVESTMENT OVERVIEW ............................................................................................................. 4

1.1 Summary of Offer ...............................................................................................................................4

1.2 Key terms and conditions of Offer .....................................................................................................4

2. BUSINESS OVERVIEW .................................................................................................................. 5

2.1 Nature of the business .......................................................................................................................5

2.2 Business assets ...................................................................................................................................8

2.3 The Manager ....................................................................................................................................10

2.4 Significant dependencies .................................................................................................................10

2.5 Strategy and plans ............................................................................................................................11

2.6 Finance arrangements......................................................................................................................11

2.7 Valuation ..........................................................................................................................................11

Conflict of Interest (Actual or Perceived) ...............................................................................................11

3. RISK FACTORS ........................................................................................................................... 12

3.1 Business risk factors .........................................................................................................................12

3.2 Investment risk factors .....................................................................................................................13

4. FINANCIAL INFORMATION ......................................................................................................... 14

4.1 Financial affairs ................................................................................................................................14

5. BOARD AND MANAGEMENT ...................................................................................................... 15

5.1 Board of Directors ............................................................................................................................15

5.2 Interests of Directors........................................................................................................................15

5.3 Corporate directory..........................................................................................................................16

6. DETAILS OF THE OFFER .............................................................................................................. 16

6.1 Structure of the Offer .......................................................................................................................16

6.2 Proposed use of proceeds ................................................................................................................17

6.3 Terms and conditions of the offer ....................................................................................................18

6.4 Dividend policy / prize money and sales proceeds distribution .......................................................19

7. GLOSSARY ................................................................................................................................ 20

8. EXECUTION OF PROSPECTUS ...................................................................................................... 21

9. HOW TO APPLY FOR SHARES ...................................................................................................... 22

10. APPLICATION FORM .................................................................................................................. 23

ANNEXURES ...............................................................................................................................25

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IMPORTANT INFORMATION

Offer

The Offer contained in this Prospectus is an invitation

by Group One Thoroughbreds (AUST) Ltd Ltd (“GOT” or

“Company”) to acquire fully paid ordinary shares

(“Shares”) in the Company.

Prospectus

This Prospectus is dated 13 July 2020 and a copy was

lodged with the Australian Securities and Investments

Commission (“ASIC”) on that date.

Expiry date

No shares will be issued on the basis of this Prospectus

later than 13 months after the date of this Prospectus.

Exposure period

The Corporations Act 2001 (Cth) (“Corporations Act”)

prohibits the Company from processing applications

for shares in the 7-day period after the date of

lodgement of this prospectus with ASIC. This period

may be extended by ASIC for a further 7 days. This

period is an exposure period to enable this Prospectus

to be examined by market participants prior to the

raising of funds. Applications received during the

exposure period will not be processed until after the

expiry of the period. No preference will be given to

applications received during that period.

No performance guarantee

Purchasing shares in the Company should be regarded

as speculative and shareholders should regard their

shares as an entry in to racing horses for entertainment

value rather than returns before accepting this Offer.

Prospective shareholders should seek independent

professional investment advice before accepting this

Offer. Please consult your legal, financial or other

professional adviser before making a decision to invest

in shares. Horse racing is a speculative venture and no

person involved in producing this Prospectus (including

the Company and its directors and advisers) guarantees

the performance of the Shares or any capital or

income.

Offer availability

The Offer constituted by this Prospectus is only

available to persons receiving this Prospectus within

Australia and does not constitute an offer in any

jurisdiction which, or to any person whom, it will be

unlawful to make such an offer. An application for

shares, pursuant to this offer, can only be made by

completing and lodging the application form that

accompanies this Prospectus.

Forward-looking statements

This Prospectus contains forward-looking statements.

Forward-looking statements can be identified by the

use of forward-looking terminology such as ‘may’,

‘will’, ‘expect’, ‘anticipate’, ‘estimate’, ‘would be’,

‘believe’, ‘continue’ or the negative or other variations

of comparable terminology. These statements are

based on the Directors’ assessment of present

economic and operating conditions, and on a number

of assumptions regarding future events and actions

that, at the date of this Prospectus, are expected to

take place. Forward-looking statements are not

guarantees of future performance and involve known

and unknown risks, uncertainties, assumptions and

other important factors, many of which are beyond the

control of the Company. Such statements are subject

to risk and uncertainties that could cause actual results

to differ materially from those projected. Such

statements (none of which is intended as a guarantee

of performance) are subject to certain assumptions,

risks and uncertainties, which could cause the actual

future results, achievements or transaction to differ

materially from those projected or anticipated. The

Directors’ expectations, beliefs and projections are

expressed in good faith and are believed to have a

reasonable basis. No assurance is or can be given that

the results, performance or achievements expressed or

implied by the forward- looking statements contained

in this Prospectus will actually occur. Accordingly, you

should not place undue reliance on these forward-

looking statements.

No cooling-off rights

Cooling-off rights do not apply to an investment in

Shares issued under this Prospectus. This means that,

in most circumstances, you cannot withdraw your

application once it has been accepted.

Photographs

Photographs used in this Prospectus which do not have

descriptions are for illustration purposes only and

should not be interpreted to mean that any person

shown endorses the Prospectus or its contents.

1. INVESTMENT OVERVIEW

1.1 Summary of Offer

Topic Information Reference

What is the Company? Group One Thoroughbreds Ltd (‘GOT’) is a horse racing company

and has purchased one thoroughbred racehorse with the

intention of racing it. GOB is offering Shareholders the

opportunity to receive any benefit of race winnings and

potential future breeding revenue and proceeds (after paying

expenses).

For more

information see

section 2.1

Why is the Offer being

conducted?

The Offer is being conducted to:

• Fund the engagement of the proposed trainers;

• Pay the costs incurred by Group One Thoroughbreds and

the Directors in respect of the issue of this Prospectus; and

• Repay the Company’s existing credit facility used to

purchase the Horse.

For more

information see

section 6.2

What are the key risks

associated with the

Company?

Risks associated with purchasing shares in the Company include

the risk of the Horse being injured and unable to race, heavy

reliance on directors and other key persons, changes in

legislation, the speculative nature of horse racing and liquidity

risk.

For more

information see

section 3

Who will be in control of

the Company?

The Directors of the Company are Jeremy Azzopardi, Kirstian

Azzopardi and Lisa Pardi.

For more

information see

section 5.1

Who will benefit from

the Offer?

Group One Thoroughbreds will benefit from this Offer as it will

be responsible for managing the racing career of the Horse for

the Company and will receive a management fee for doing so.

Jeremy Azzopardi, the sole director and shareholder of Group

One Thoroughbreds, may benefit from this offer in the form of

dividends distributed to him, and a salary paid to him by Group

One Thoroughbreds in his capacity as sole shareholder of Group

One Thoroughbreds.

For more

information see

sections 2.3.1,

5.2 and 6.3.1

1.2 Key terms and conditions of Offer

Topic Information

What is the Offer period? The offer opens on 13 July 2020 and closes on 12

August 2021.

What is the type of Shares being offered? Fully paid Your Song x Le Sillage Shares in the Company.

How many Shares are being offered? 40 fully paid Your Song x Le Sillage Class Shares.

Minimum subscription amount for each

Shareholder

1 fully paid You Song x Le Sillage Class Share.

Minimum subscription amount for Offer to proceed 1 fully paid ordinary Share.

What is the consideration for each Share being

offered?

The price of each Share under offer is $945

Amount to be raised under the Offer $37,800

Are the Shares listed? The Shares are not listed on any stock exchange.

Is the offer underwritten? The Offer is not underwritten.

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2. BUSINESS OVERVIEW

2.1 Nature of the business

GOT is a horse racing company and has purchased one thoroughbred racehorse (the “Horse”) with the intention of

managing its racing career, training and racing it. The Horse is 100% owned by the Company.

It is intended that the Company will operate for the career of the Horse, with an expected start date of 13 July 2020,

to be extended at the discretion of the Directors or until the Horse retires or has been sold.

The Company intends to generate returns for the Shareholders by effectively managing the Horse’s racing career. This

involves engaging and maintaining quality licensed trainers, ensuring the Horse remains healthy, and entering the Horse

into appropriate races. The Manager is responsible for managing the Horse’s racing career. Any prize-money won by

the Horse will be used in the first instance to pay trainer and jockey expenses. The remainder of the prizemoney will

be distributed to the Shareholders in the form of dividends. See section 6.4 for more information about the distribution

of prize-money.

If an offer is made by a third party to buy the Horse from the Company, the Directors will consider, with consultation

from the Manager and the trainers, whether the offer is in the best interests of Shareholders. If the Company considers

the offer is in the best interests of Shareholders, Shareholders have a right of first refusal and have the option to

purchase the Horse at the offered price.

If in the opinion of the Directors, it is not in the interests of the Shareholders for the Horse to continue to race in a

particular class to which the Horse is referrable, the Horse will either be sold, or if it is considered to be of no significant

commercial value, retired and placed in a good home.

At the end of the Horse’s racing career, the Directors will consider whether the Horse will be sold or transitioned to a

breeding programme and will make a recommendation to the Shareholders. A Shareholders’ resolution will then be

passed to elect whether to sell the Horse or transition to a breeding programme. In the latter case, the Company may

continue for the breeding life of the Horse. If there is no transition to a breeding programme, then the Horse will be

sold. If the Horse is a valuable broodmare, it will either be sold through a public auction or to a bloodstock agent. Once

the Horse is sold, the Company will be wound up. The sale money will be distributed to creditors and Shareholders in

accordance with the Corporations Act.

2.1.1 Thoroughbred industry overview

The Australian racing industry makes a significant contribution to the national gross domestic product, employment

and government revenue. The economic activity generated by thoroughbred racing and breeding alone contributes

more than $10 billion to the national GDP and, when included in the agricultural sector, is the fourth largest industry

in Australia.

The horse racing industry is a mature industry with over 3,000 registered trainers and 800 jockeys. There are

approximately 35,000 horses in Australia participating in about 19,000 races per year with prizemoney totalling $600

million.

The below graphs show the number of races relative to the total pool of prizemoney, and the increase in the

prizemoney pool up until 2018.

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Source: Racing Australia Fact Book 2016/17

The industry is highly regulated. Companies and syndicates operating horse racing businesses are primarily subject to

the Australian Rules of Racing administered by Racing Australia Limited. Each Australian State and Territory has a

Principal Racing Authority which supervise and licence industry participants. Companies are also subject to the

Corporations Act 2001. Regulations, racing rules and licensing requirements change from time to time, and the changes

could result in the Horse not being able to participate in certain races.

2.1.2 Competitors

Direct competitors to the Company’s business include:

• Yarramalong Racing Club Ltd;

• Hancox Racing No 8 Ltd;

• Racing Club No 1 Ltd; and

• Racing Club No 2 Ltd

These competitors run similar business models of acquiring, managing, training and racing horses. Horse racing

syndicates also operate in the horseracing industry and are competitors to the Company. Syndicates similarly manage,

train and race horses throughout Australia and their horses may race in the same races as the Company’s Horse.

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2.1.3 Racing colours

The Horse will race in Group One Thoroughbreds’ registered silks. The description of the registered colours is Orange,

Black Group One Thoroughbreds Logo, Logo On Cap as follows:

Main Set of Colours -

Jacket – Orange, Black Group One Thoroughbreds Logo

Sleeves – Orange sleeves

Cap – Orange Cap with Black Group One Thoroughbreds Logo

2.2 Business assets

2.2.1 Description of the Horse

Colour Bay or Brown

Sex Filly

Date of Foal 12 November 2018

Sire Your Song

Dam Le Sillage

Brand ts inside a Heart nr sh – 22 over 8 off sh

2.2.2 The Horse selection process

The Company has purchased the Horse relying on the recommendation from Jeremy Azzopardi, Managing Director of

Group One Thoroughbreds Pty Ltd and its bloodstock team. The main emphasis is to purchase horses that are correct

and sound horses that are athletic. An invoice for the purchase of the Horse is attached to this Prospectus.

The Horse has had an independent veterinarian, Dr Chris Lawler, perform a clinical inspection. The veterinarian has

provided a veterinary certificate (attached to this Prospectus) specifying that the Horse is suitable and fit for racing.

The veterinarian certificate discloses that the veterinarian does not have any financial or other interest in the Company

or the funds to be raised from the Prospectus.

2.2.3 Purchase of the Horse

Group One Thoroughbreds purchased the Horse from Inglis Yearling Sale using its credit facility. The Horse has been

subsequently sold to the Company on credit terms offered by Group One Thoroughbreds (see section 2.6).

2.2.4 Current status of horse

The Horse is currently spelling at Cavallo Park stud. The Horse will go into Doran Park on 1st August 2020 to be broken in

by astute horseman Gordon Pratt.

2.2.5 Horse naming and registration

The Horse is unregistered. The Horse will be named by the Shareholders and registered once the Shares have been

issued in full. The Horse will be registered within 45 days of the Shares being issued in full. Each shareholder will have

the option to submit 1 name. Once the list of names submitted by the Shareholders is populated by the Manager, the

Manager will select the top 3 most popular names (in order of preference) and submit them to the Registrar of

Racehorses for registration.

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2.2.6 Pedigree details

The Horse’s sire and dam are as follows:

• SIRE – YOUR SONG (by Fastnet Rock). 3 wins 2 as a 2yo. Been described as the most dominant Group 1 winning

son of Fastnet Rock. He was a runaway winner in the BTC Cup Group 1 by 5 lengths beating Rain Affair and Better

Than Ready, 2d ATC Run to the Rose Handicap Group 3 to Pierro and beating Epaulette, 3d ATC Roman Consul

Stakes Group 2 to Jolie Bay and Knight Exemplar.

He genuinely stamps his stock and as a leading first season sire in Australia, the future couldn’t be brighter as his

progeny mature and progress with their racing careers. Your Song is generating a lot of hype on the race-track

with Gem Song recently winning the Group 3 Eskimo Prince Stakes for the Kris Lees Stable. His progeny announced

themselves early as Brave Song and Split Lip won at stakes level

• DAM – LE SILLAGE (by Encosta de Lago). She performed very well as a racehorse. A winner of 2 races both in town

and placed on 3 occasions in town. She certainly brings that to the breeding barn with 6 foals to race all winners including

Baltic Whisper winner of 6 races.

She is by Champion broodmare sire Encosta de Lago has proven himself as not only a champion sire but also a champion

broodmare sire amassing over $198 million in earnings.

She hails from a strong family and her pedigree runs deep being the direct descendant of 152 individual stakes winners

including, 22 at Group 1 level, 20 at Group 2 level and 24 at Group 3 level.

Photo YOUR SONG – Stallion

A pedigree page for the above is attached to this Prospectus.

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2.2.7 Mortality insurance

The Horse is insured with HQ Insurance for mortality, theft, life-threatening surgery and extension of cover from 5 July

2020 to 31 July 2021. The sum insured is $37,800. A certificate of currency is attached to this Prospectus. Renewal of

insurance is at the discretion of the Shareholders after the insurance lapses.

2.3 The Manager

The Manager of the Horse is Group One Thoroughbreds. The Manager is responsible for all aspects of the management

of the racing career of the Horse, preparation of the Shareholders’ annual accounts, the management of

communications between the Shareholders and the stables, and the provision of all administrative services.

The Manager’s responsibilities include:

• Regular communication with Shareholders by telephone, fax or email regarding training and spelling progress, and

regular relay of Trainer’s comments.

• Arranging open days for Shareholders to inspect their racehorses and be addressed by the Trainer.

• Provision of general day to day administrative services, provision of pursuing overdue accounts via phone call,

email or post.

• Providing Shareholders with Race Day DVDs (where available, track work and other update reports such as

nominations, weights, acceptances, pre-race summary, Race Day services, post-race summary review, organisation

of disbursement of any trophies, representing the Company in relation to race day steward enquiries etc.)

• Arranging times and dates for Shareholders to inspect their horses at the stables or spelling properties.

• Assistance with Race Day ticketing where applicable.

• Maintain professional indemnity insurance.

• Naming and registration of the Horse.

• Transfers of ownership.

2.3.1 Manager’s fees

The Manager is paid a flat fee of $99.00 (incl. GST) monthly for every 2.5% share to cover all expenses (except extra

ordinary costs in accordance with section 6.3.1). Each Shareholder is responsible for a portion of the flat fee in

accordance with section 6.3.1.

In the event that a Horse is sold, the Manager is also entitled to a sale fee of 10% (plus GST) of the sale price.

2.4 Significant dependencies

The Company is dependent upon key services provided by the Manager (see section 2.3) and the trainers engaged to

provide training services. More details are set out regarding the trainers below.

2.4.1 Proposed trainer/s

Kody Nestor is the proposed trainer for the Horse. A trainer’s agreement between Kody Nestor Racing and the Company

has been executed. A letter of consent to train the Horse from the proposed trainer is attached to this Prospectus.

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The contact details are as follows:

Trainer: Kody Nestor Racing Address: 31 Merrilea Road, Dubbo NSW 2830 Phone: 0439 455 212

Kody Nestor was born and bred in Dubbo, NSW with the racing industry placing a big influence on him growing up. Kody began his racing career at the tender age of 12 where he learnt the basics of stable operations and at 15 he started his riding apprenticeship with his uncle Peter Nestor. Peter was well established, and the respected trainer provided the perfect platform to learn and get the required experience. He progressed quickly and the talented jockey headed to Sydney where he had a short stint with mentor Guy Walter before returning home to embark on his riding career as a qualified rider. The eleven years in the saddle saw Kody salute close to 600 times with the Birdsville Cup triumph aboard I AM METEORITE proving to be the career highlight.

“I feel I was a better horseman than a jockey and when weight issues got the better of me this was the natural progression that I wanted to take. I trust my judgement, and this is a big advantage to have the experience and be an age where I can work at my peak and give my horses the best possible chance on race day” – Kody Nestor

Kody enjoys all aspects of the job and focusses his energy on the animal. The team is cohesive and has a solid foundation with wife Anna working on the ground ensuring the stable runs smoothly. This is gives Kody Nestor Racing the edge as they continue to grow and take on the challenges of new horses and owners. The better horses are coming through the system now and we look forward to racing at all levels and competing on the big stages of racing in this country.

2.5 Strategy and plans

The Company has been set up to purchase the Horse and manage its entire racing career. The Company is offering

Shareholders the opportunity to receive any benefit of race winnings and potential future breeding revenue and

proceeds (after expenses).

2.6 Finance arrangements

The Company purchased the Horse from Group One Thoroughbreds using a credit facility provided by Group One

Thoroughbreds to enable the Company to pay the purchase price of the Horse and cover the running costs of the Horse

until the Company has raised sufficient capital to cover these expenses. The terms of the credit facility are as follows:

• $37,800 in borrowings available under the credit facility.

• Drawn down funds are not subject to interest.

• The credit facility is provided on an unsecured basis.

• The Company must apply future capital raised under the Offer to repay any amounts drawn down under the credit

facility at which time the facility will be terminated.

2.7 Valuation

A valuation by a qualified bloodstock valuer does not accompany this Prospectus as the Horse was acquired by Group

One Thoroughbreds at a public auction and there is no conflict of interest in relation to the purchase.

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3. RISK FACTORS

3.1 Business risk factors

3.1.1 Horse racing risks

The following risks could impact the ability of the Horse to participate in races:

• Injury to the Horse in the course of its training or when participating in races;

• Sickness, disease or death of the Horse;

• The Horse could prove unsuitable for horse racing; and

• The cost of racing, including managing and training the Horse could increase leading to a reduction in any returns to Shareholders.

Horses can get sick, lame, suffer from disease, feeding disorders, pests or parasites and be unable to race or train for

extended periods of time. As a result, the Company may incur significant unexpected expenses such as vet bills and

rehabilitation costs. Injury or illness can affect any horse and can reduce or end a horses racing career or ability to

produce as a Broodmare.

High class races have a much lower rate of injury than low class races. While this could be attributed to many factors,

including the quality of the horse, economics, or medications, the trainer still must make the decision to run a horse or

not to run a horse. Because leading trainers consistently get the best horses, injury rates by race class should

correspond to injury rates by trainer.

Race Class

Career Ending Injury

Rate

Career

Ending

Injuries

Starts

High 2.27% 553 243,854

Low 4.11% 2,566 624,265

Source: “Trends in Equine Mortality, 1998-2005”

https://www.aphis.usda.gov/animal_health/nahms/equine/downloads/equine05/Equine05_is_Mortality.pdf

If the Horse is unable to participate in a race, the amount of dividends payable is likely to be lower because there will

be no prize money attributable to that race. If the Horse is no longer suitable for horse racing because it is permanently

injured or suffers from sickness or disease, the Horse will likely be sold at a loss, and this will significantly impact the

distributions Shareholders receive upon wind up of the Company.

3.1.2 Reliance on directors and key persons

The Company has no operating history and relies on the skills of the directors, trainers of the Horse and Group One

Thoroughbreds to manage the racing career of the Horse. An investment in the Company is therefore heavily

dependent on the directors and these other key persons.

The trainers of the Horse are engaged by the Company in accordance with the trainers’ standard terms of trade. These

standard terms allow the trainers to terminate for convenience on short notice. If this happens, the Horse may be left

without a trainer until new trainers are engaged, and the terms of engagement may be on less favourable terms.

However, it is likely that Group One Thoroughbreds can secure alternative successful and qualified trainers by using its

existing networks and experience in the industry. There will also be delays in the Horse commencing its racing career,

with a corresponding increase in expenses and no ability to win prize money for a period.

The Company’s ability to effectively manage the Horse’s racing career and perform the necessary administrative

functions depends upon the performance and expertise of the directors and Group One Thoroughbreds. The loss of

these key personnel, or any delay in their replacement, may adversely affect the Horse’s performance or eligibility to

participate in races, and this will have a negative impact on the amount of dividends to be distributed.

http://www.aphis.usda.gov/animal_health/nahms/equine/downloads/equine05/Equine05_is_Mortality.pdf

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3.1.3 Downturn in horseracing industry

The state of the horseracing industry is largely correlated with the health of the domestic economy. If there is a

downturn in economic activity, it is likely that the pool of prizemoney, the level of investment in the industry and the

value of the Horse will decrease. This means that upon selling the Horse, the Company will receive less sale proceeds

than if the state of the horseracing industry was healthier.

3.1.4 Changes in legislation and regulations

Changes in legislation and regulations such as the Australian Rules of Racing could affect the Horse’s ability to

participate in races, and therefore could affect the amount of Shareholder returns. In addition, the Company could be

subject to additional legal or regulatory requirements if its business, operations or geographic reach expand in the

future.

The Company is primarily subject to the Australian Rules of Racing administered by Racing Australia Limited. Each

Australian State and Territory has a Principal Racing Authority which supervise and licence industry participants. The

Company is also subject to the Corporations Act 2001. Legislation and racing rules change from time to time, and the

changes could result in the Horse not being able to participate in certain races. This means the Horse will have less

chance to win prize money, which will negatively impact on the amount of dividends available for distribution.

3.2 Investment risk factors

3.2.1 No guarantee of returns

Any person investing in shares in the Company should be aware that horse racing is a speculative venture with no

guarantee of returns. A person subscribing to this offer should regard their shares as an entry in to racing horses for

entertainment value rather than returns. There is also a risk to capital, for example, if the Horse proves unfit for racing,

it may be sold off for a price less than its cost-plus ongoing expenses. The best pedigree and training also cannot

guarantee a winning horse. The Horse could simply lack the desire or ability to perform at the necessary level.

3.2.2 Trading in Shares may not be liquid

As shares in the Company are not listed on any stock exchange, there is no liquid market for the shares.

Shareholders may sell their shares to a third party or an existing Shareholder. To facilitate this, the Company will

maintain a register of the shares that any Shareholder wishes to make available for sale and will inform any prospective

purchaser who expresses an interest. However, the Company is legally constrained from soliciting for purchasers on

behalf of sellers or otherwise make a market for shares.

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4. FINANCIAL INFORMATION

4.1 Financial affairs

An auditor’s report and pro forma balance sheet accompanies this Prospectus.

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5. BOARD AND MANAGEMENT

5.1 Board of Directors

The Company’s Board comprises 3 Directors. A biography of each Director is contained in the table below.

Director Biography

Jeremy Azzopardi Jeremy Azzopardi has been involved in the horse racing industry for over 18 years as an

owner, breeder and director chairman of a major syndicator back in 2004. Owning

racehorses is a passion for Jeremy. He has also purchased, managed and marketed

multiple Group One winners and performers.

Jeremy has a wealth of knowledge and experience both in the financial and thoroughbred

industries. Jeremy was self-employed for over 15 years in finance, and currently holds a

Certificate IV in business, a Certificate IV in finance and banking; a Certificate III in

marketing; a MFAA Anti Money Laundering/Counter Terrorism Certificate and Attained

a MFAA Accredited Mortgage Consultant Certificate.

Jeremy’s experience as a mortgage banker for 10 years, excelled him to venture and start

his own private lending business. Jeremy’s business was authorised by 3 leading trustee

companies to manage their second-tier mortgage backed securities and lend to

wholesale and retail clients.

Jeremy’s private lending business grew rapidly where he employed over 9 fulltime staff

and 13 consultants and had over $200 million under management. In 2007, he decided

to follow his passion full time and reluctantly sold his private lending business.

Kirstian Azzopardi Kirstian Azzopardi has a wealth of experience in the financial aspect of business and

currently has a Certificate IV in Accounting and Bookkeeping. For 7 years, Kirstian was

the operations manager for Hot Source Enterprises and had key responsibilities in the

company. She was responsible for all accounts payable and receivable, sales training,

administrative duties for the director and marketing strategies for existing clients.

Kirstian has been involved in the Racing industry for many years and has seen her

contract for many major syndicators in Australia.

Lisa Pardi Lisa Pardi has over 10 years’ experience working for M7 Link Sydney in the quality control

department, client liaison, procedures and management. She brings a wealth of

knowledge in all aspects of client liaison.

5.2 Interests of Directors

Jeremy Azzopardi is the sole director and shareholder of Group One Thoroughbreds, the Manager, who will receive

benefits from the Company in relation to fees payable for administration, marketing and accounting services which will

be provided by Group One Thoroughbreds. Jeremy Azzopardi may benefit from this arrangement through distributions

of dividends to him as a shareholder of the Manager. He is also paid a salary for his role as director of the Manager. The

constitution of the Company allows the directors of Group One Thoroughbreds to retain any profits made through this

arrangement.

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5.3 Corporate directory

Directors: Mr. Jeremy Azzopardi

Mrs. Kirstian Azzopardi

Ms. Lisa Pardi

Registered Office: 8 Jacana Avenue

NARARA NSW 2250

Company Secretary: Jeremy Azzopardi

8 Jacana Avenue

NARARA NSW 2250

Bankers: ANZ

160 Mann Street

Gosford NSW 2250

Auditor: Prospect Accountants

Mr. Tim Meehan

PO Box 354 Balwyn North VIC 3104

Compliance Lawyers: The Fold Legal Pty Ltd

Ms. Jaime Lumsden

GPO Box 1843

Sydney NSW 2001

6. DETAILS OF THE OFFER

6.1 Structure of the Offer

This Prospectus relates to an offer of 40 fully-paid Your Song x Le Sillage Class Shares. Each Shareholder must subscribe

to a minimum of 1 fully paid Your Song x Le Sillage Class Share at $945.00 per share. A person who subscribes to this

offer and becomes a Shareholder is responsible for a proportion of the ongoing costs and upkeep of the Horse in

accordance with section 6.3.1.

6.1.1 Minimum subscription

The minimum subscription for this offer to proceed is 1 share. No shares will be issued until the minimum subscription

has been achieved.

6.1.2 Maximum subscription

The maximum subscription for this offer is 40 shares.

If the maximum subscription is not achieved, Shareholders have the option to:

• Have their purchase price of their subscription amount refunded in full within 30 days: or

• Retain their shares in the Company with a reduced minimum number of shares, in which case a supplementary

prospectus will be sent to all Shareholders.

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6.2 Proposed use of proceeds

The total gross proceeds under the offer is expected to be $37,800. The proceeds of the offer will be applied as follows:

Amount % of Total Raised

INCOME - Shareholder's Funds from the offer $37,800.00

Interest earned over 1 year (approximately) $0.00

TOTAL $37,800.00

EXPENDITURE (1 YEAR)

Purchase of Horse $17,600.00 46.56%

Spelling farm Fees 48 Days $2,340.00 6.19%

Breaking in fee $4,400.00 11.64%

Floating fee from Inglis Warwick farm to Cavallo Park Nth Richmond $550.00 1.45%

Floating Fee from Cavallo Park (Spelling) to Doran Park (Breaker) $220.00 0.58%

Veterinary Costs (vitamins, drenching, dental, shoeing etc.) $1,430.00 3.78%

Mortality Insurance (1 year $37,800) $1,990.00 5.26%

X Ray, Scoping and Clinicals $1,410.00 3.73%

Golden Slipper nomination $385.00 1.02%

BOBS Bonus scheme $990.00 2.62%

Inglis Race Series $1,650.00 4.37%

Compliance Fee $1,650.00 4.37%

Registration & Lodging Syndicate Fee $545.00 1.44%

Bloodstock Fee $660.00 1.75%

Prospectus production, review, signoff lodgement $880.00 2.33%

Company Establishment (including ASIC and setup costs) $770.00 2.04%

Financial Audit $330.00 0.87%

TOTAL $37,800.00 100.00%

Surplus (based on full subscription) $0.00 0.00%

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6.3 Terms and conditions of the offer

Topic Summary

What is the type of security being

offered?

Fully-paid Your Song x Le Sillage Class Shares in the Company.

What are the rights and liabilities

attached to the security being

offered?

The following rights and entitlements are attached to the offered

shares:

• Entitlement to dividends for profit generated by horse racing prize

money;

• Entitlement to potential future breeding revenue and proceeds;

• The shares will rank equally on any return of capital by the

Company. Upon the winding up of the Company, any surplus

monies from the proceeds of all the Company’s assets shall be

distributed to Shareholders in accordance with the provision of the

Corporations Act;

• The Shares are full voting shares;

• Subject to the Company’s Constitution and the Corporations Act, Shares in the Company are freely transferable.

Shareholders are responsible for the payment of all costs associated

with maintaining, training and racing the Horse. The estimated ongoing

expenses are outlined in section 6.3.1.

What is the consideration for each

security being offered?

The price of each share under offer is $945.

What is the offer period? The offer opens on 13 July 2020.

The offer closes on 12 August 2021.

Is the offer for the issue of new

securities or the sale of existing

securities?

This offer is for the issue of new securities.

When will Shareholders receive

confirmation, their application

has been successful?

Dispatch of share certificates upon successful subscription to the offer

will occur by no later than 2 September 2021.

Unsuccessful applicants will also be notified at this time and monies paid

will be refunded within 30 days of the close of this Prospectus.

Are the securities listed? The shares in the Company are not listed on any stock exchange.

Is the offer underwritten? The offer is not underwritten.

Are there any escrow

arrangements?

There are no escrow arrangements.

Where will funds raised be held? All funds raised by this Prospectus shall be held in a designated Trust

Account, namely Group One Thoroughbreds Ltd Account held with the

ANZ Bank at Gosford NSW, until such time as the offer closes or the

minimum number of shares has been taken up.

What is the Company’s capital

structure?

Your Song x Le Sillage shares on issue as at 13 July 2020

40

Maximum number of ordinary Shares to be issued

under this Offer

40

Total on Offer completion 40

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Topic Summary

Are there any significant taxation

implications?

There may be taxation implications associated with owning and

disposing of Shares. As these implications will depend upon a

Shareholder’s particular circumstances, all potential Shareholders are

encouraged to obtain their own taxation advice in respect of acquiring,

holding and selling Shares.

6.3.1 Estimated ongoing costs obligations

Each Shareholder is responsible for the following ongoing expenses.

Total ongoing expenses – the following horse expenses are indicative and payable monthly by each Shareholder. The

Manager advises that a flat fee of $99.00 (incl. GST) per month per share (the equivalent of 2.5% share) OR $198.00

(incl. GST) per month for 2 shares (the equivalent of 5% share) is payable to the Manager for ongoing upkeep expenses.

These fees are inclusive of any administration fee paid to Group One Thoroughbreds.

Nomination and acceptance fees for most races are included, except for nominations for major races such as the

Auction House Sponsored races such as Inglis and Magic Millions race series and the Black Type races such as Listed

and Group races, which fees are payable by the Shareholders in addition to these ongoing expenses.

The trainer’s daily training rate is $82.50 (including GST) and is included in the total ongoing expenses. Note, the

trainers’ daily training rate may change subject to industry increases and this may result in changes to the flat fee.

The ongoing expense do not include extra-ordinary costs such as insurance renewal, major veterinary fees relating to

surgery/injury in excess of $300 which will be on charged to the Shareholders reflective of their shareholding, major

race nominations or acceptance fees. These costs are payable by the Shareholders in proportion to their share/s held

in the Company.

6.4 Dividend policy / prize money and sales proceeds distribution

All prize-money won by the Horse will be distributed as dividends and deposited directly into the Shareholder’s account

by Stakes Payment.

The Manager is not entitled to any of the prize money, breeders’ bonus or incentive scheme payments.

In accordance with the Rules of Racing in Australia, prize-money is distributed to the Shareholders after remunerations

are distributed to the trainer, jockey, welfare program and jockey insurance, and the withholding of any funds required

to cover major race acceptances for which the Horse is eligible or nominated. The percentages are automatically

determined by each state and may vary from State to State.

6.4.1 Distribution from sale of Horse

In the event that the Horse is sold, the Company will be wound up and distributions to Shareholders will be made in

accordance with the Corporations Act.

6.4.2 Trophies and prize distribution

In an event the Horse wins a trophy or an item that is not listed in the race book with a dollar value, such as a saddle

cloth or rug, the Manager will conduct a draw for all Shareholders to participate in. Once a Shareholder has won a

particular item or trophy, they may not participate in the next draw until all Shareholders have had the opportunity to

receive such an item or trophy.

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7. GLOSSARY

ASIC means the Australian Securities and Investments Commission.

GOT or Company means Group One Thoroughbreds (Aust) Ltd (ABN 52 639 721 832)

Group One Thoroughbreds or Manager means Group One Thoroughbreds Pty Ltd (ABN 35 628 388 241).

Board means the board of directors of the Company.

Director means a director of the Company.

Prospectus means this document, being a prospectus for the purpose of Chapter 6D of the Corporations Act and any

supplementary or replacement prospectus.

Share means a fully paid ordinary share in the capital of the Company.

Shareholder means a registered holder of a Share.

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8. EXECUTION OF PROSPECTUS

This Prospectus has been duly executed by or on behalf of each of the Directors whose name appears below on the

date of this Prospectus. The Directors accept no responsibility for the information contained within this document. To

the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the

case) the information contained in this Prospectus is accurate and does not omit anything likely to affect the import of

such information. Each Director of the Company consents to the lodgement of this Prospectus with ASIC.

……………………………………………………

Jeremy Azzopardi

Director and Secretary

……………………………………………………

Kirstian Azzopardi

Director

……………………………………………………

Lisa Pardi

Director

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9. HOW TO APPLY FOR SHARES

Applications to acquire 1 Share in the Prospectus will only be accepted on the application form attached to this

Prospectus. The application form must be fully completed.

Application forms must be accompanied by payment in Australian dollars for an amount equal to the application

monies. Payment can be made via cheque, direct deposit or credit card. Cheques must be made payable to “Group One

Thoroughbreds (Aust) Ltd” and crossed “Not Negotiable”.

Alternatively, you may make payment of application monies via direct transfer to the following account:

ANZ BANK

Group One Thoroughbreds (Aust) Ltd BSB: 012 633

Account Number: 425473268

Reference: please ensure that you reference the payment in the same name as your share application form.

Applications must be for a minimum of 1 Share offered under this Prospectus. Applications may be made for additional

Shares in the Prospectus in multiples of one.

The completed Application Form, together with application monies or remittance advice, must be returned to the

Director by email to [email protected], fax to 02 4311 3777 or delivery to the following address:

Jeremy Azzopardi

Group Thoroughbreds (Aust) Ltd

PO Box 9570

Wyoming NSW 2250

Applicants should read this Prospectus in its entirety, before deciding to complete and lodge an Application Form.

An application constitutes an offer by the applicant to acquire 1 Share in the Company on the terms and subject to the

conditions set out in this Prospectus. The Director reserves the right to reject any application, including but not limited

to applications that have been incorrectly completed, or are accompanied by cheques that are dishonoured or have

not cleared.


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10. APPLICATION FORM

Your Song x Le Sillage Shares

Complete in block letters and return the application form. You are advised to keep a copy for your records.

Surname: Dr/Mr/Ms/Mrs/Miss .............................................................................................................................

(One name ONLY to be entered)

Given Names.................................................................................................................................... ......................

Address .................................................................................................................................................................

Suburb.............................................................................State……………………………. Postcode.............................

Birth Date: ………….….......................Occupation ...................................................................................................

Telephone Business ………..........................................Home .................................................................................

Mobile…………………..................................................Fax.......................................................................................

Email .....................................................................................................................................................................

These Shares will/will not be held in a Syndicate name.

Syndicate Name ......................................................................................... (if applicable)

Horse Name Suggestion: ......................................................................................................................................

I hereby agree to become a Shareholder in the Company on the basis that I will have........................... Share (s).

Payment Method:

Cheque Direct Deposit Credit Card (please fill out details below)

Account Number: ………………………………………………………………….

………………………………………………………………….. BSB:

Account details of where dividends are to be deposited: Account Name: ………………………………………………………………….

…………………………………………………………………… Signature: CVV Number:

Expiry Card Number

Diners Amex

Credit Card Details Visa MasterCard

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Declaration

By signing this application form, I agree and declare that:

1. I have read, understood and agree to be bound by the Prospectus.

2. I am not under any disqualification or other disability under the Rules of Racing.

3. I am over the age of eighteen years.

4. I am not an undischarged bankrupt.

5. I acknowledge that I have had the opportunity to obtain independent legal and financial advice relative to my

acquisition of shares in the Prospectus.

…………………………………………………………. Name of Shareholder

…………………………………………………………. Signature of Shareholder

…………………………………………………………. Date

BAY OR BROWN FILLYFoaled 12th November 2018)

(SIRE)YOUR SONG.........................

Fastnet Rock............................. Danehill..................................... Danzig .......................................Piccadilly Circus ......................... Royal Academy............................

Zembu...................................... Fuji Kiseki.................................. Sunday Silence ............................Wanice...................................... Mr. Prospector .............................

(DAM)LE SILLAGE.......................... 2004

Encosta de Lago ....................... Fairy King.................................. Northern Dancer..........................Shoal Creek............................... Star Way .....................................

Shining Asset ............................ Anabaa...................................... Danzig .......................................Christin's Silver .......................... Caro ............................................

YOUR SONG (AUS) (Brown 2009-Stud 2013). 3 wins-2 at 2-to 1400m, BRC BTC Cup, Gr.1. Sire of 189 rnrs, 125 wnrs, inc. SW Gem Song (ATC Eskimo Prince S., Gr.3), Brave Song, Miss Exfactor, Split Lip, SP Memento, Ceol Na Mara, Golden Halo, Hold the Line, The Tenor, Soundcheck, Peristrophe and of Howwonderfullifeis, Only Wanna Sing, Bold Kingston, Envy of All, Mister Songman, Setoga, Tabbing, Frosty Rocks, We the South, Bergen, Cotillion, etc.

1st DamLE SILLAGE, by Encosta de Lago. 2 wins at 1000m, 1100m, QTC Panda Pearls H., STC Schweppervescence H., 2d STC

Michael Hansell Signs Race Day 2YO H., 3d AJC Randwick Betting Auditorium H., BTC Think Pink Think Choices H. This is her ninth foal. Her eighth foal is a 2YO. Dam of six foals to race, all winners-

Baltic Whisper (g. by Charge Forward). 6 wins at 1000m, A$78,100, HK$3,903,900, to 2019-20, HKJC Ruby H., Sunning H., Fu Tai H., Good Ba Ba H., 2d ATC Tab.com.au 2YO H., 3d HKJC Macau H.

Art of Excellence (g. by Excellent Art (GB)). 5 wins from 1000m to 1600m, A$110,845, ATC Tab.com.au H., 3d ATC Tab.com.au H.

Grey Glitter (f. by Domesday). Winner at 1350m, BRC Sky Thoroughbred Central P.Left in My Wake (f. by Elvstroem). Winner at 1000m.Aiolos (g. by Charge Forward). Winner at 1100m.Always Roses (f. by Dawn Approach (Ire)). Winner at 1000m in 2019-20.

2nd DamSHINING ASSET, by Anabaa (USA). Placed at 3. Dam of 6 foals, all raced, 5 winners, inc:-

Charge Account. 6 wins at 1100m, 1200m, A$246,395, BRC EDB Training Services H., ATC Happy 2nd Birthday ATC H., BMW 3 Series P., BRC Rowlatt Buck Show H.

Huckleberry Friend. 4 wins to 1400m, A$93,200, STC Pages Event Hire H., AJC Autumn Carnival Packages H., 3d ATC Blackwoods H., Vaby's Mediterranean Grill H.

Le Sillage. 2 wins. See above.Phoeb's Flyer. 3 wins from 1200m to 1800m, 3d BRC Electrical & Plumbing Supplier Challenge H., Woolworths P.Aubaine Bel. 3 wins from 1550m to 2200m.

3rd DamCHRISTIN'S SILVER (USA), by Caro. Placed in GB. Dam of 8 foals, 6 to race, 4 winners, inc:-

Whiskey Decanter. 23 wins from 1000m to 1900m, A$176,020, AJC Spring Country Cup, QTC Curragh Welter H., Tom Henderson H., 2d AJC Best Western H.

Top Quality. 3 wins from 1150m to 1650m, HK$2,307,313, HKJC Mui Wo H., Merrie Times H., Yuen Wo H., 2d HKJC Lok Wah H.

Armilla. Winner at 1400m, 2d MRC Gipsy Queen H. Producer.Craft. Winner at 2.Arcamah. Placed at 2 & 3. Producer.Shining Asset. See above.

4th DamNEARCTIC ANSWER (CAN), by Nearctic. Unraced. Dam of 12 foals, 11 to race, 8 winners, inc:-

MAJESTIC ANSWER (Majestic Light). 4 wins, Hawthorne Oil Capitol H., L.Sansapa. 2 wins at 1200m, 1250m, STC PUCAX Club H. Dam of-

Sansadee (Snaadee (USA)). 3 wins-2 at 2-at 1000m, 1200m, 3d Canberra RC Black Opal S., Gr.3, 4th MRC Thoroughbred Club S., Gr.3. Dam of-

BRAZEN BEAU (I Am Invincible). Champion 3YO Colt in Australia in 2014-15. 5 wins-2 at 2-at 1100m, 1200m, £112,875, A$1,407,825, VRC Coolmore Stud S., Gr.1, Newmarket H., Gr.1, ATC Roman Consul S., Gr.2, BRC Champagne Classic, Gr.2, ATC Australian Turf Club 2YO H., 2d Royal Ascot Diamond Jubilee S., Gr.1, VRC Lightning S., Gr.1, BRC JJ Atkins S., Gr.1, Sires' Produce S., Gr.2. Sire.

Say the Word. 15 wins from 1100m to 1600m.Nearctic Light. 2 wins in U.S.A.Financial Planning. 2 wins in U.S.A.Chosen Response. 2 wins at 1000m, 1200m.Current Answer. Winner at 2 in U.S.A. Dam of-

Miz Buckfinder. Unraced. Dam of-GEE RYDER (Red Ryder). 15 wins, US$133,738, Ruidoso Mile H., L, 3d Arapahoe Sprint Championship S., L.

Sire.Answer It. Winner at 2 in U.S.A.My Cache. Placed in U.S.A. Producer.Drone Answer. Placed in U.S.A. Producer.Christin's Silver. See above.

5th DamPRIZE ANSWER, by Choperion. Unraced. Dam of 14 foals, 11 to race, 6 winners, inc:-

NOBLE ANSWER (Viceregal). 4 wins-3 at 2, Woodbine Yearling Sales S., L, 2d Woodbine Plate Trial S., L, Winnipeg Futurity, L, Greenwood Carleton S., L.

Premier Danseur. Winner in U.S.A.Regal Response. Winner in U.S.A. Dam of-

HEAR MUSIC (Master Willie). 7 wins, US$241,765, Woodbine Canadian S., L, 2d Woodbine Canadian S., L. Dam of-

Dance on the Green. Winner in U.S.A. Dam of-FORMAL MISS (Formal Dinner). 10 wins-2 at 2-from 5f to 8½f, US$495,690, Calder Judy's Red Shoes S., L,

2d Gulfstream Park Herecomesthebride S., Gr.3.GOLD PIRATE (Goldwater). 3 wins at 6f, 8½f, US$101,783, Pleasanton H., L, 2d Santa Rosa James F Lyttle

Memorial H., L.Bauble. Winner in U.S.A. Producer.Regents Answer. Winner in U.S.A.Dansballerinadance. Winner in U.S.A. Producer.Cathy's Answer. Placed in U.S.A. Producer.Majestic Avatar. Placed in U.S.A.Nearctic Answer. See above.

6th DamWINDY ANSWER, by Windfields. 10 wins-3 at 2, Woodbine Fairbank H., L, Maple Leaf S., L, Nassau S., L, Selene S., L,

Star Shoot S., L, Fort Erie Heresy S., L, 2d Woodbine Woodstock S., L, Woodbine Oaks, L, 3d Woodbine Shady Well S., L. Dam of 6 foals, 5 to race, 4 winners-

CIBOULETTE (Chop Chop). 14 wins-4 at 2, Woodbine Princess Elizabeth S., L, Shady Well S., L, Fort Erie Duchess S., L, Greenwood Maple Leaf S., L. Dam of-

FANFRELUCHE (Northern Dancer). Canadian Horse of the Year & Champion 3YO filly in Canada in 1970. 11 wins-4 at 2-from 6f to 1½m, US$238,688, Saratoga Alabama S., Gr.1, Woodbine Benson & Hedges Invitational H., L, Selene S., L, Princess Elizabeth S., L, Natalma S., L, Fort Erie Bison City S., L, Manitoba Derby, L, Blue Bonnets Fleur de Lys S., L, Quebec Derby, L, 2d Keeneland Spinster S., Gr.1, Woodbine Wonder Where S., L, 3d Belmont Gazelle H., Gr.2. Dam of-

L'ENJOLEUR (Buckpasser). 15 wins-8 at 2-from 6f to 1½m, US$546,079, Laurel Futurity S., Gr.1, Woodbine Clarendon S., L, Colonel RS McLaughlin H., L, Quebec Derby, L, Coronation Futurity S., L, Carling O'Keefe Invitational H., L, Queen's Plate S., L, Cup & Saucer S., L, Ontario Foaled S., L, Assiniboia Downs Harry Jeffrey H., L, Fort Erie Prince of Wales S., L, Summer S., L. Sire.

D'ACCORD (Secretariat). 5 wins-3 at 2-from 6f to 8½f, US$163,368, Keeneland Breeders' Futurity S., Gr.2. Sire.LA VOYAGEUSE (Tentam). Champion 3YO filly in Canada in 1978. 26 wins-4 at 2-from 5f to 9f, US$524,993,

Calder Miss Tropical H., L-twice, Canadian Oaks, L. Dam of-TIME BANDIT (Time for a Change). 3 wins at 2, US$210,188, Saratoga Sanford S., Gr.3, Churchill Downs

Bashford Manor S., Gr.3, 2d Turfway Park Kentucky Cup Juvenile S., Gr.3, 3d Saratoga Hopeful S., Gr.1. Sire.

INNOVATIVE (Time for a Change). 16 wins at 6f, 6½f, US$436,720, Turf Paradise Caballos del Sol H., L, 3d Bay Meadows Express H., L.

Kentucky Slew (Seattle Slew). 2 wins-1 at 2-at 1100m, 1200m in France and U.S.A, 2d Longchamp Prix d'Arenberg, Gr.3. Sire.

Golden Voyager. 3 wins, US$96,875 in U.S.A. Sire.Neeran. 3 wins at 6f, 8½f, US$145,189, Churchill Downs Allowance. Dam of-

Nuance. Unraced. Dam of-Run Roxy Run (Rock of Gibraltar (Ire)). 5 wins to 1400m, NZ$82,450, A$43,605, MRC John Ritchie H.,

3d Cambridge Breeders' S., Gr.3. Dam of-ROX THE CASTLE (Castledale (Ire)). 8 wins to 1400m, NZ$200, A$419,390, to 2019-20, VRC Sofitel

H., L, MRC Weekend Hussler H., L.Summer Voyage. 3 wins at 1m, 8½f in U.S.A. Dam of-

Setouchi Solar. Placed at 3 in Japan. Dam of-EMERAL FIGHT (Kurofune (USA)). 3 wins-1 at 2-at 1600m, 1800m, 83,630,000¥, to 2019, Nakayama

Fuji TV Sho Spring S., Gr.2, 3d Tokyo Ivy S., L, 4th Sapporo Nisai S., Gr.3.French Shoes. 2 wins at 6f in U.S.A. Dam of-

FRENCH BRAIDS (Flying Spur). Joint third top filly on The 1999-2000 Australasian 2YO Classification. 3 wins at 2, A$787,435, STC Silver Slipper S., Gr.2, AJC Heroic 2YO Championship, San Miguel Super Dry 2YO H.

Society Lady. Placed at 2 in GB. Dam of-BINT ALLAYL (Green Desert). Champion 2YO Filly in Europe in 1998. 3 wins at 2, £86,927, York Lowther

S., Gr.2, Royal Ascot Queen Mary S., Gr.3, Sandown National S., L.Died at 3.LAA RAYB (Storm Cat). 8 wins at 1400m, 1600m, £279,019, 55,000, 94,542Dhs in GB, France and U.A.E,€

Deauville Prix Quincey, Gr.3, 2d Cologne Grosse Europa Meile, Gr.2, Salisbury Sovereign S., Gr.3, 3d Newmarket Challenge S., Gr.2.

KHELEYF (Green Desert). 3 wins-2 at 2-to 7f, £77,647, Royal Ascot Jersey S., Gr.3, Doncaster GNER 2YO S., 2d Royal Ascot Norfolk S., Gr.3, 3d Goodwood Lennox S., Gr.2. Sire.

Nasmatt (Danehill (USA)). Winner at 2, 2d Deauville Prix Zeddaan, L, 4th Newmarket Oh So Sharp S., L. Dam of-

EMMROOZ (Red Ransom (USA)). 5 wins-1 at 2-from 1600m to 1950m in GB and U.A.E, Jebel Ali S., L, 2d Jebel Ali S., L.

Baie des Chaleurs. Unplaced. Dam of-Queen of the Blues. Winner at 6f in Canada. Dam of-

HILL OF GOLD (Exceed and Excel). 6 wins at 1200m, 1400m, NZ$103,400, CJC Great Easter H., L, Otago RC Dunedin Casino H.

GRAND LUXE (Sir Ivor). 10 wins from 6f to 9f, US$114,349, Santa Anita La Merced S., L, Hollywood Park Convenience S., L. Dam of-

SMACKOVER CREEK (Mr. Prospector). 4 wins at 1m, 8½f, US$88,846, Oaklawn Park Fifth Season S., L, 2d Canterbury Park Bloomington S., L. Sire.

Lode (Mr. Prospector). 2 wins at 7f, US$103,550, 3d Del Mar Derby, Gr.2. Sire.Salvora. Winner at 2000m, Maisons-Laffitte Prix Bridaine, 2d Longchamp Prix de la Sorbonne. Dam of-

AUBE INDIENNE (Bluebird (USA)). 5 wins from 1700m to 2000m, 434,000fr., US$466,073, Santa Anita Yellow Ribbon S., Gr.1, Las Palmas H., Gr.2, Longchamp Prix de la Seine, L, Maisons-Laffitte Prix Rosamee, 2d Hollywood Park Matriarch S., Gr.1, 3d Santa Anita Santa Ana H., Gr.1, Hollywood Park Wilshire H., Gr.2, 4th Deauville Prix de Psyche, Gr.3, Longchamp Prix des Tourelles, L.

MARE NOSTRUM (Caerleon). 2 wins-1 at 2-at 1800m, Longchamp Prix Vanteaux, Gr.3, Prix de la Cite, 2d Longchamp Prix Saint-Alary, Gr.1, 3d Longchamp Prix Vermeille, Gr.1. Dam of-

ERUPT (Dubawi). 5 wins at 2200m, 2400m, £32,684, 700,010, US$509,374, Longchamp Grand Prix€ de Paris, Gr.1, Woodbine Canadian International S., Gr.1, Chantilly Prix du Lys, Gr.3, Lyon-Parilly La Coupe des Trois Ans, L, 2d Grand Prix de Saint-Cloud, Gr.1, 3d Grand Prix de Deauville, Gr.2, 4th Saint-Cloud Prix Ganay, Gr.1, Longchamp Prix Niel, Gr.2.

MARIE DE MEDICI (Medicean). 2 wins-1 at 2-at 7f, 1¼m, Newmarket Pretty Polly S., L, 2d Deauville Prix des Reservoirs, Gr.3. Dam of-

LOCAL TIME (Invincible Spirit (Ire)). 7 wins-3 at 2-from 1400m to 1900m in GB, Turkey and U.A.E, Newmarket Oh So Sharp S., Gr.3, Meydan UAE Oaks, Gr.3, Istanbul Trophy, Gr.3, Meydan UAE One Thousand Guineas, L.

Hespera. Placed at 3 in France. Dam of-LADY PENKO (Archipenko). 3 wins at 1600m, 2100m, 81,675, Toulouse Prix Caravelle,€ L, 3d

Longchamp Prix Saint-Alary, Gr.1.SPECIAL GALLERY (Tate Gallery (USA)). 6 wins-1 at 2-at 1000m, 1200m in GB and Brazil, Gavea Classico

Tiradentes, L, 3d Gavea G.P. Cordeiro da Graca, Gr.2. Dam of-Hot Gallery. Unraced. Dam of-

LAURENCIANO (Dancer Man). 8 wins-1 at 2-from 1100m to 1600m in Brazil, Cidade Jardim G.P. Presidente do Jockey Club, Gr.2, Gavea Classico Verao, L, Classico Outono, L, Prova Especial Mossoro, 3d Cidade Jardim G.P. Duplex, Gr.2.

SUCK OUT QUEEN (Red Runner). 6 wins from 1300m to 2000m in Brazil, Cidade Jardim G.P. 25 de Janeiro, Gr.2, Gavea G.P. Mariano Procopio, Gr.3, Prova Especial Independência, Prova Especial Dia da Criança, 3d Gavea Classico Armando Rodrigues Carneiro, L, Prova Especial Moacyr de Carvalho, 4th Gavea G.P. Antonio Carlos Amorim, Gr.3. Dam of-

SASSICAIA (Wild Event). 6 wins at 1400m, 2000m to 2019-20 in Uruguay, Maroñas Clasico America, L, 3d Maroñas Clasico Ministerio de Economía y Finanzas, Gr.3.

My Special Gallery. Winner at 1000m in Brazil. Dam of-ALEGRIA DE POBRE (Dancer Man). 12 wins-1 at 2-from 1100m to 1900m in Brazil, Cidade Jardim

G.P. Presidente Roberto Alves de Almeida, Gr.2, Taruma Classico Primavera, L, Cidade Jardim Clássico Donética, L, Classico Presidente Luiz Nazareno Teixeira de Assumpcao, L, Gavea Prova Especial Jockey Club de Campos, 2d Cidade Jardim Classico Presidente Joao Tobias de Aguiar, L, Gavea Prova Especial João E Jorge Jabour, 3d Cidade Jardim G.P. Presidente Antonio Grisi Filho, Gr.2.

RAISONNABLE (Common Grounds). 2 wins-1 at 2-at 1600m, US$86,920, Evry Prix Ronde de Nuit, L, 2d Longchamp Prix de la Grotte, Gr.3. Dam of-

SENSIBLE (Sadler's Wells). 3 wins at 2000m, £4,576, 83,495, 289,000fr., Longchamp Prix de Suresnes,€L, 3d Longchamp Prix Ganay, Gr.1. Sire.

Tangerine Dream. Placed at 2, 3d Deauville Prix d'Hotot en Auge. Dam of-PEAR TART (Dehere (USA)). 6 wins to 1400m, A$639,900, Qld Tatt's RC Tattersall's Tiara, Gr.1, BRC

Queensland Guineas, Gr.2, GOA Billboards P., Skyracing.tv H., Goa Get Noticed P., Brc.com.au H., 2d MRC Tristarc S., Gr.2, 3d ATC Wiggle S., L.

Spenderella. Winner at 1600m, Saint-Cloud Prix Pirette. Dam of-COMMON WORLD (Spinning World). 8 wins-1 at 2-from 1400m to 2000m, £97,962, 209,237 in GB,€

Ireland and Germany, Curragh Gladness S., Gr.3, Düsseldorf Grosser Preis der West Landesbank, Gr.3, 2d Curragh International S., Gr.2, Tipperary Concorde S., Gr.3. Sire.

SPECIALE (War Chant). 2 wins-1 at 2-at 1200m, Deauville Prix Yacowlef, L, Saint-Cloud Prix Marigold.Marsh Harrier. Placed in Ireland and France, 2d Leopardstown Roundwood 2YO S. Dam of-

ELEGANT COMPOSURE (Bradbury's Luck). 7 wins to 1400m, A$200,000, Qld Tatt's RC Memorial Classic, L, 3d GCTC Silk Stocking H., L.

Sicile. Placed at 2 & 3, 2d Deauville Prix d'Authou. Dam of-TIAMO GRACE (Monaco Consul (NZ)). 2 wins at 1350m, 2000m, A$281,100, VRC Wakeful S., Gr.2, 2d

MRC Ethereal S., Gr.3, VRC Hong Kong Jockey Club Trophy, 4th MVRC Sunline S., Gr.2.Star Band. Unraced. Dam of-

I AM A STAR (I Am Invincible). 10 wins-2 at 2-from 1100m to 1600m, A$1,564,300, to 2018-19, VRC Myer Classic, Gr.1, AV Kewney S., Gr.2, Let's Elope S., Gr.2, MVRC WH Stocks S., Gr.2-twice, Sunline S., Gr.2, MRC Quezette S., Gr.3, Ladies Day Vase, Gr.3, SAJC National S., Gr.3, 2d MRC Thousand Guineas, Gr.1, Rubiton S., Gr.2, 3d SAJC Ubet Classic, Gr.1, Moonee Valley Fillies Classic, Gr.2.

Islands. 3 wins-1 at 2-at 1m, 8½f in U.S.A. Dam of-FIT TO LEAD (Fit to Fight). 7 wins-2 at 2-from 5½f to 9f, US$595,776, Hollywood Park Princess S., Gr.2,

Churchill Downs Louisville Breeders' Cup H., Gr.2, Santa Anita Santa Ynez S., Gr.2, Churchill Downs Fleur de Lis H., Gr.3, Turfway Park Fairway Fun S., L, 2d Hollywood Oaks, Gr.1, Hollywood Park Railbird S., Gr.2, 3d Keeneland Beaumont S., Gr.3. Dam of-

Leading the Way. Unraced. Dam of-Dance Lead. Unplaced. Dam of-

TRUST OR BUST (Trust n Luck). 8 wins to 5½f, US$415,456, Mountaineer Park Panhandle H., L, Charles Town Webb Snyder S., L.

Honoris Causa. 2 wins at 1000m in Brazil. Dam of-Historia. Unraced Broodmare of the Year in Argentina in 2015-16. Dam of-

HI HAPPY (Pure Prize). Horse of the Year, Champion 3YO Colt, Stayer & Triple Crown Winner in Argentina in 2015-16. 8 wins-1 at 2-from 1600m to 2500m, US$845,145, 4,414,000Arg$ in U.S.A. and Argentina, San Isidro G.P. Carlos Pellegrini, Gr.1, Belmont Man o' War S., Gr.1, San Isidro G.P. Jockey Club, Gr.1, G.P. Dos Mil Guineas, Gr.1, Palermo G.P. Nacional, Gr.1, Gulfstream Park Pan

American S., Gr.2, San Isidro Clasico Ensayo, Gr.2, 2d Belmont Knickerbocker S., Gr.2, 3d Belmont Manhattan S., Gr.1, Gulfstream Park Turf S., Gr.1, Gulfstream Park Fort Lauderdale S., Gr.2, Santa Anita Tokyo City Cup, Gr.3.

HINZ (Pure Prize). 14 wins-1 at 2-from 1000m to 1600m in Chile, Hipodromo Chile Clasico Dos Mil Guineas, Gr.1, Clasico República del Perú, Clasico Bomberos de Chile-3 times, Clasico Radio Agricultura, Premio Odiseo, 2d Hipodromo Chile Clasico Selección de Velocistas, Gr.3, Clasico Asocacion de Propietarios de Caballos FS de Carreras, Clasico Ciudad de Santiago, Clasico Gran Ducato, Clasico Cencerro, Clasico Oakland, 4th Hipodromo Chile Clasico Seleccion de Velocistas, Gr.3.

HISPANIDAD (Pure Prize). 2 wins-1 at 2-at 1600m in Argentina, Palermo G.P. Polla de Potrancas, Gr.1, 2d San Isidro G.P. Mil Guineas, Gr.1, Palermo G.P. Seleccion, Gr.1, G.P. Criadores, Gr.1, Clasico Ramon Biaus, Gr.2, 3d San Isidro G.P. Estrellas Distaff, Gr.1, G.P. de Potrancas, Gr.1.

Forli's Secret. Winner at 8½f in U.S.A. Dam of-BOLD CALEB (Kris S). 7 wins-3 at 2-from 1m to 8½f, US$157,721, Keeneland Hopemont S., L, Allowance

2YO.SECRET LAUNCH (Relaunch). 5 wins-2 at 2-from 6f to 8½f, US$173,802, Emerald H., L, 3d Fairplex

Pomona Derby, L.Unbridled Temper. Placed at 3 in U.S.A. Dam of-

UNBRIDLED COURAGE (Leroidesanimaux). 7 wins from 5f to 1m, US$245,011, Gulfstream Park Treasure Coast S., L, 2d Gulfstream Park Ginger Punch S., L.

A.P. Indy's Lady. Unraced. Dam of-Unbridled Echo (Unbridled's Song). 4 wins from 1m to 8½f, 2d Arlington Park Flawlessly S., L. Dam of-

HONEY HUES (Henny Hughes). 10 wins from 5½f to 8½f, US$328,822, Churchill Downs Mint Julep H., Gr.3, Ellis Park Turf S., L.

Categorical. Unraced. Dam of-KRUPT (Flying Spur). Winner at 2, A$217,450, STC Todman S., Gr.2, 2d AJC Kindergarten S., Gr.3, 3d

AJC Soho Square 2YO P. Sire.ANEVAY (Exceed and Excel). 2 wins-1 at 2-at 1100m, A$117,330, VRC Talindert S., L, 2d MRC Blue

Diamond Preview (f), L.Nice Dancing. Raced twice. Dam of-

MUSIDORA (Rock of Gibraltar (Ire)). 3 wins-1 at 2-to 1400m, A$167,840, VRC Vanity S., Gr.3, MRC Kenvain H., SAJC Carlton Draught H. Dam of-

TULIP (Pierro). 4 wins-2 at 2-to 1400m, A$1,049,875, to 2018-19, ATC Magic Night S., Gr.3, MVRC Typhoon Tracy S., Gr.3, 2d MRC Blue Diamond Preview (f), Gr.3, 3d ATC Golden Slipper S., Gr.1.

SACRED EYE (High Chaparral (Ire)). 2 wins at 1300m, 2000m, A$424,650, MRC Caulfield Classic, Gr.3, 2d VRC Edward Manifold S., Gr.2, 4th SAJC Schweppes Oaks, Gr.1, ATC Adrian Knox S., Gr.3.

Acallade. Unraced Sire.Rolls. Unraced. Dam of-

FLYING SPUR (Danehill (USA)). Second on The 1994-95 Australasian 2YO Classification. 6 wins-3 at 2-from 1000m to 1600m, A$2,051,090, STC Golden Slipper S., Gr.1, AJC All-Aged S., Gr.1, Australian Guineas, Gr.1, STC Peter Pan S., Gr.2, VATC Blue Diamond Prelude, Gr.3, 2d VATC Blue Diamond S., Gr.1, Futurity S., Gr.1, STC Hill S., Gr.2, AJC Up & Coming S., Gr.3, VATC Zeditave S., L, 3d VRC Sires' Produce S., Gr.1, STC George Ryder S., Gr.1. Champion sire.

Shoal Creek. 2 wins at 1200m, 1400m, 2d VATC Ungar H., 4th SAJC Hill Smith S., L. Dam of-ENCOSTA DE LAGO (Fairy King (USA)). 3 wins from 1200m to 1600m, A$469,850, VATC Vic Health Cup,

Gr.1, VRC Ascot Vale S., Gr.2, MVRC Bill Stutt S., Gr.2, 3d VATC Caulfield Guineas, Gr.1, VRC Maribyrnong P., Gr.2, VATC Debutant S., L. Champion sire.

Ballincrea Lady. Unraced. Dam of-BALLYBLEUE (Peintre Celebre (USA)). Winner at 2, A$224,255, STC Silver Slipper S., Gr.2, 2d NSW

Tatt's RC Widden S., L, MRC Classic Caulfield Ladies' Day Vase H., 3d STC Reisling Slipper Trial S., Gr.2, MVRC Tesio S., Gr.3, AJC Arbogast Welter H., 4th STC Research S., Gr.3, AJC Wiggle H., L. Dam of-

THINK BLEUE (So You Think (NZ)). 5 wins from 1400m to 1700m, A$403,000, to 2018-19, MVRC Alexandra S., Gr.3, VRC William Newton VC H., MRC Polytrack H., Clanbrooke Racing H.

Goulaine. Unraced. Dam of-Northern Frontier. 2 wins in India. Dam of-

MALPENSA (Hurricane State). 8 wins from 1200m to 2000m in India, Calcutta Two Thousand Guineas, L, 3d Kolkata Monsoon Derby, L.

Luxury on the Lake. Unraced. Dam of-Luxurious Lady. Placed at 3 in U.S.A. Dam of-

SIR PLUSH (Pins). 8 wins from 1100m to 2100m, A$563,085, to 2018-19, Gosford Gold Cup, L, 2d BRC Brisbane H., L.

TWYA (Thewayyouare (USA)). 2 wins at 1200m, 1350m, Wanganui Guineas, L, 3d ARC Bonecrusher S., Gr.3.

MEDAILLE D'OR (Secretariat). Champion 2YO colt in Canada in 1978. 3 wins at 2, US$148,750, Woodbine Coronation Futurity S., L, 2d Woodbine Clarendon S., L. Sire.

L'Extravagante (Le Fabuleux). 3 wins at 6f, 8½f, 3d Canadian Oaks, L. Dam of-MONTELIMAR (Alleged). 2 wins at 1¼m, Curragh Gallinule S., Gr.2, 2d Curragh Tattersalls Gold Cup, Gr.2,

Mooresbridge S., L. Sire.L'EXTRA HONOR (Hero's Honor). 2 wins at 2400m, Longchamp Prix Lord Seymour, L, 2d Longchamp Prix

Charles Laffitte, L. Dam of-MAJESTIC ROI (Street Cry (Ire)). 3 wins-1 at 2-from 6f to 1m, £152,431, 28,600, Newmark€ et Sun Chariot

S., Gr.1, Newbury Fred Darling S., Gr.3, 2d Chantilly Prix de Sandringham, Gr.2, 4th Royal Ascot Windsor Forest S., Gr.2, Newbury Dubai Duty Free Cup, L, Doncaster Sceptre S., L. Dam of-

NOOR AL HAWA (Makfi (GB)). Champion 3YO Miler in Germany in 2016. 10 wins-1 at 2-from 1500m to 2400m, 308,000, QAR3,694,149, to 2019€ -20 in France, Germany and Qatar, Düsseldorf Grosse

Europa Meile, Gr.3, Grosser Preis der Landeshauptstadt Düsseldorf, Gr.3, 3d Chantilly Prix Daniel Wildenstein, Gr.2, Cologne Mehl Mülhens Rennen, Gr.2.

MAJESTIC JASMINE (New Approach). 4 wins from 1800m to 2000m in Ireland and Germany, Hannover Grosser Preis der Hannoverschen Volksbank, L, Leopardstown Irish Stallion Farms Fillies H.

BLACK SPIRIT (Black Minnaloushe). 8 wins-1 at 2-from 7f to 11f, £147,062, 27,650, US$82,765 in GB€and U.S.A, Newbury Arc Trial S., Gr.3, 2d Sandown Gordon Richards S., Gr.3, Royal Ascot Wolferton H., L, 3d Deauville Prix Guillaume d'Ornano, Gr.2.

Cream Sauce. 5 wins, US$109,555 in U.S.A. Dam of-Lady of Tralee. 2 wins-1 at 2- in U.S.A. Dam of-

Mi Camila. 2 wins at 6½f in U.S.A. Dam of-BONNDADDY'S (B. G.'s Drone). 11 wins-1 at 2-to 6½f, US$315,191, Sunland Park Mt Cristo Rey H.,

L, Albuquerque Casey Darnell Pony Express S., L.MI DOMSCAT (Dominique's Cat). 8 wins-1 at 2-to 6½f, US$145,053, Albuquerque Don Juan de Onate

S., L, 4th Zia Park New Mexico Classic Cup Championship S. (c&g), L.Dual Honor. 3 wins in U.S.A. Sire.Royal Extravagance. Winner in U.S.A. Dam of-

Dhion. Winner in Chile. Dam of-MEDICI (Sir Cat). 4 wins-1 at 2-from 1500m to 2200m in Chile and Saudi Arabia, Hipodromo Chile Gran

Premio St Leger, Gr.1, Clasico Luis Vera Calderón, 3d Hipodromo Chile G.P. Criadores, Gr.2, 4th Hipodromo Chile Gran Criterium, Gr.1, Clasico Dos Mil Guineas, Gr.1.

Luxuria. Winner at 1000m in Chile. Dam of-FAVORITE (Dunkirk). 13 wins from 1200m to 1900m to 2019-20 in Chile, Valparaiso Clasico Municipal

de Viña del Mar, Gr.3, Clasico Copa El Mercurio, L-twice, Club Hipico Clasico Zenith, 2d Valparaiso Clasico Copa El Mercurio, L.

Nuhr. Unplaced. Dam of-Nuh. Unraced. Dam of-

NUHDIS (Distorted Economy). Champion Older Female in Chile in 2016-17. 6 wins-2 at 2-from 1000m to 1800m in Chile, Club Hipico Clasico Carlos Campino L, Gr.2, Hipodromo Chile Clasico Juan Cavieres Mella, Gr.3, 2d Hipodromo Chile Clasico Selección de Potrancas, Gr.3, Club Hipico Clasico Club Hipico de Concepcion, 3d Hipodromo Chile Clasico Alberto Vial Letelier, L, 4th Club Hipico Clasico Francisco Baeza Sotomayer, Gr.2, Clasico Geoffrey Bushell, L.

Curious Affair. Unraced. Dam of-SAUCY AFFAIR (Sauce Boat). 13 wins-1 at 2, US$141,439, Longacres Tukwila S., L, 3d Bay Meadows

Rancho del Charro H., L.Exigent. Unraced. Dam of-

TALETOBETOLD (Tale of the Cat). 8 wins-2 at 2-to 6f, US$469,550, Churchill Downs Open Mind S., L, 2d Keeneland Franklin County S., L-twice.

Ballet d'Amour. Winner at 5½f in U.S.A. Dam of-RUSSIAN REVOLUTION (Snitzel). 7 wins-2 at 2-to 1200m, A$1,284,225, ATC Galaxy H., Gr.1, MRC

Oakleigh P., Gr.1, ATC Roman Consul S., Gr.2, MVRC Ian McEwen S., Gr.2, MRC Vain S., Gr.3, ATC Can Assist Volunteers 2YO P., Schweppes 2YO H., 4th VRC Coolmore Stud S., Gr.1, BRC Doomben Ten Thousand S., Gr.1.

TURBO MISS (Sebring). 5 wins-1 at 2-to 1400m, A$202,175, VRC Frances Tressady S., Gr.3, MRC Polytrack H., 2d MVRC Fisher & Paykel H., 3d MRC Victoria H., Gr.3.

Sain et Sauf. 3 wins in U.S.A. Sire.Family Ties. 2 wins at 1½m, 13f in GB. Sire.Fantasy Life. Winner at 1¼m in Ireland. Sire.Lion d'Or. Winner in GB. Sire.Slew and Easy. Winner at 6f in U.S.A. Dam of-

CONSERVE (Boundary). 10 wins-1 at 2-at 1m, 8½f, US$628,132, Keeneland Maker's Mark Mile S., Gr.2, Churchill Downs Firecracker H., Gr.2, Keeneland Seattle Slew S., L, Allowance, Allowance 3YO, 2d Fair Grounds Mardi Gras H., L, 3d Churchill Downs American Turf S., Gr.3, 4th Fair Grounds Colonel ER Bradley H., L.

Scads. 4 wins from 6f to 8½f, US$129,790, Churchill Downs Allowance. Dam of-Plenty (Boundary). 4 wins from 1m to 8½f, US$189,625, Belmont Allowance, 2d Pimlico Martha Washington

S., Gr.3. Dam of-PLETHORA (First Samurai). 3 wins at 6f, 1m, Northlands Park RK (Red) Smith H., L, 2d Northlands Park

Wild Rose H., L.Border Dispute. Unraced. Dam of-

COMBATANT (Scat Daddy). 4 wins-1 at 2-from 1m to 1¼m, US$1,033,998, to 2020, Santa Anita H., Gr.1, 2d Oaklawn Park Southwest S., Gr.3, Smarty Jones S., L, Remington Springboard Mile S., L, 3d Santa Anita San Pasqual S., Gr.2, Mathis Brothers Mile S., Gr.2, Oaklawn Park Rebel S., Gr.2, Zia Park Derby, L, 4th Oaklawn Park Arkansas Derby, Gr.1, Remington Park Oklahoma Derby, Gr.3, Saratoga Better Talk Now S., L.

LONG LASHES (Rock Hard Ten). 3 wins-2 at 2-from 6f to 8¼f, Newmarket Sweet Solera S., Gr.3, Curragh Ballygallon Stud S., L, 2d Sandown Atalanta S., L, 3d Meydan Balanchine S., Gr.2.

Hideyoshi. Winner at 1¼m in GB. Sire.La Pepite. Placed in U.S.A. Dam of-

SOLDERA (Polish Numbers). 2 wins-1 at 2-at 7f, 1m, Ascot Valiant S., L, 3d Royal Ascot Windsor Forest S., Gr.2. Dam of-

EXHI (Maria's Mon). 6 wins-1 at 2-at 8½f, 9f, US$807,917, Keeneland Lexington S., Gr.2, Ben Ali S., Gr.3, Woodbine Marine S., L, Victoria Park S., L, Turfway Park Rushaway S., L, 2d Keeneland Fayette S., Gr.2, Mountaineer Park West Virginia Derby, Gr.2, 4th Parx Racing Pennsylvania Derby, Gr.2. Sire.

DILUVIEN (Manduro). 7 wins from 2350m to 3200m, 165,150, to 2019, Saint€ -Cloud Prix Denisy, L, Prix Casino Barriere Deauville.

Soldata. Winner at 1600m in France. Dam of-

ALIGNEMENT (Pivotal). 11 wins-1 at 2-from 1600m to 2400m, 296,840, QAR242,600, to 2019€ -20 in France and Qatar, Longchamp Prix Dollar, Gr.2, Clairefontaine Prix Pelleas, L, Chantilly Prix de Coye, Longchamp Prix de l'Axe Majeur, Maisons-Laffitte Prix Mieuxce, 2d Strasbourg Grand Prix de la RegionGrand Est, L, 3d Craon Grand Prix de la Ville de Craon-Mayenne, L, Qatar Gold Trophy, L.

Patriot Strike (General Assembly). 9 wins at 1m, 8½f, US$213,380, 2d Turfway Park Kentucky Cup Starter H., L. Sire.

Out on the Town. Placed in U.S.A. Dam of-Heavenly Night. 2 wins-1 at 2-at 8½f in U.S.A. Dam of-

Moonlight Music. 4 wins at 1200m, 1400m, AJC Newbridge H., 2d AJC Bronte H. Dam of-MOONLIGHT HUSSLER (Hussonet (USA)). 4 wins-1 at 2-from 1000m to 2200m, A$162,428, MRC

Debutant S., L, 2d SAJC Marsh H.Caught My Eye. Unraced. Dam of-

Dazzling Deelite (Afternoon Deelites). 3 wins-1 at 2-at 6f, 1m, US$83,410, 3d Calder Cool Air S., L, 4th Calder Aspidistra H., L. Dam of-

BEAR TOUGH TIGER (Roar of the Tiger). 11 wins to 6½f, US$526,546, Woodbine Kennedy Road S., Gr.3, 2d Woodbine Jacques Cartier S., L, 3d Woodbine Nearctic S., Gr.1, 4th Gulfstream Park Sunshine Millions Sprint S., L.

L'On Vite. Unraced. Dam of-HOLY ROMAN EMPEROR (Danehill (USA)). Champion 2YO Colt in France in 2006. 4 wins at 2, £53,800,

5€ 23,023, Curragh Phoenix S., Gr.1, Longchamp Grand Criterium, Gr.1, Curragh Railway S., Gr.2, Leopardstown Irish Stallion Farms 2YO S., 2d Curragh National S., Gr.1, Newmarket Dewhurst S., Gr.1. Champion sire.

MILANOVA (Danehill (USA)). 3 wins-1 at 2-at 1250m, 1600m, A$237,650, SAJC Tokyo City Cup, Gr.3, Morphettville Guineas, L, 2d WATC Fruit 'n' Veg S., Gr.1, SAJC Australasian Oaks, Gr.1. Dam of-

PRETTY PERFECT (Galileo). 3 wins-1 at 2-from 7f to 1½m, £71,114, 103,285, US$345, Cork Munster€Oaks, Gr.3, Navan Salsabil S., L, 2d Doncaster Park Hill S., Gr.2, Naas Blue Wind S., Gr.3.

HEART OF OAK (Woodman). 6 wins from 1300m to 1600m in Ireland, Germany and Sweden, Jagersro Per-Erik Pramms Minneslopning, L, Hannover Toto Lotto Sprint Preis, L. Sire.

BIG VIKING (Theatrical). 2 wins-1 at 2-at 1800m, 2000m, Mainichi Broadcasting System Sho Kyoto Yonsai Tokubetsu, L, 2d Tokyo Sports Hai Sansai S., L.

Eishin Maysville. Winner at 1200m in Japan. Dam of-ZELSNITZ (Snitzel). 2 wins at 1200m, 1400m, A$84,990, MRC Twilight Glow S., L, 3d VRC Desirable S., L.Chasing Mammon. Unplaced. Dam of-

SHERWOOD FOREST (Fastnet Rock). 4 wins from 1400m to 2400m, NZ$737,875, A$16,000, in 2019-20, New Zealand Derby, Gr.1, CJC War Decree S., Gr.3, Te Aroha JC Counties Function Centre H., 3d New Zealand Two Thousand Guineas, Gr.1, ARC Avondale Guineas, Gr.2, 4th ARC Auckland Guineas, Gr.2.

ROYAL OCEAN (Fastnet Rock). Winner at 1600m, SAJC Morphettville Guineas, L, 2d MRC Melbourne Cup Tour P.

Red Luce. Unraced. Dam of-Flying Visit. Unraced. Dam of-

Meerlust. Winner at 1000m. Dam of-BACCARAT BABY (Casino Prince). 8 wins-2 at 2-from 1200m to 1650m, A$501,275, to 2019-20,

Sunshine Coast Guineas, Gr.3, 2d BRC Queensland Guineas, Gr.2, Fred Best Classic, Gr.3, 3d BRC Sapphire S., Gr.3.

COCO LA TERREUR (Nearctic). 13 wins-3 at 2, Calder Midsummer H., L, Woodbine Queenston S., L. Sire.BARACHOIS (Northern Dancer). 4 wins-2 at 2, Woodbine Plate Trial S., L, 2d Woodbine Queen's Plate S., L. Sire.Somfas (What a Pleasure). 4 wins to 6f, 3d Ellis Park Susan B Anthony S., L. Dam of-

SNAADEE (Danzig). 4 wins to 7f, Sandown Temple S., Gr.2, Doncaster Remembrance Day S., L, Ascot Bishopsgate H., 4th Goodwood Supreme S., Gr.3, Newmarket Abernant S., L. Sire.

RUSSIAN BOND (Danzig). 2 wins at 2, Newbury Mill Reef S., Gr.2, 2d Newmarket Criterion S., Gr.3. Sire.CRISTOFORI (Fappiano). 2 wins at 2, Longchamp Prix de Conde, Gr.3. Sire.CROSSOVER (Cape Cross (Ire)). 2 wins at 1200m, 123,350, Maisons€ -Laffitte Prix Contessina, L, 2d Chantilly

Prix d'Arenberg, Gr.3. Dam of-Step Sequence. Unraced. Dam of-

LADY PENELOPE (Night of Thunder). 2 wins-1 at 2-at 5f, 5½f to 2020, Naas Polonia S., L, 2d Ayr Harry Rosebery S., L.

Somersham (Danzig). 2 wins at 1600m in France and U.S.A, 2d Evry Prix Hampton, L. Sire.Sombreffe. Winner at 7f in GB. Dam of-

RANSOM O'WAR (Red Ransom). Horse of the Year & Champion 3YO in Germany in 2003 (Int.). 3 wins-1 at 2-at 1600m, 2000m, £7,832, 320,000 in GB and Germany, Munich Grosser Preis Dallmayr Bayerisches€Zuchtrennen, Gr.1, Grosser Muller Brot Preis, Gr.2, 2d Deutsches Derby, Gr.1, Krefeld Preis des Gestut Wiesenhof, Gr.3, Haydock Stanleybet.com 2YO S., 3d Cologne Mehl-Mulhens Rennen, Gr.2, 4th Baden-Baden Grosser Preis von Baden, Gr.1. Sire.

Stella Livia. 2 wins at 1150m, 1400m in NZ. Dam of-STAR OF THE SEAS (Ocean Park). 7 wins from 1100m to 1600m, A$939,100, to 2019-20, ATC Maurice

McCarten H., Gr.3, Racing to Win H., 2d ATC Doncaster H., Gr.1, 3d ATC Epsom H., Gr.1.SPIETH (Thorn Park). 5 wins at 1100m, 1200m, A$626,600, City Tatt's RC Lightning H., L, 2d VRC Darley

Classic, Gr.1.Sommorell. Unraced. Dam of-

INVERLEIGH (Excelebration). 2 wins-1 at 2-at 5¾f, 6f to 2019, Navan Committed S., L, 2d Leopardstown Ballycorus S., Gr.3.

Machaera. Unraced. Dam of-L'Enjoleuse. 2 wins at 2000m, 2100m, Chantilly Prix de la Chapelle en Serval. Dam of-

CHARM SPIRIT (Invincible Spirit). 6 wins-1 at 2-from 1400m to 1600m, £644,449, 627,495, Chantilly Prix€Jean Prat, Gr.1, Ascot Queen Elizabeth II S., Gr.1, Prix du Moulin de Longchamp, Gr.1, Chantilly Prix

Paul de Moussac, Gr.3, Maisons-Laffitte Prix Djebel, Gr.3, Longchamp Prix des Melezes, 2d Deauville Prix de Crevecoeur, 3d Longchamp Prix Jean-Luc Lagardere, Gr.1. Sire.

L'Ensorceleuse. Unraced. Dam of-ONTHEWAYTONEVRLAND (No Nay Never (USA)). 2 wins-1 at 2-at 7½f, 8½f, US$96,164, to 2019,

Turfway Park Rushaway S., L.Venetias Dream. Placed in GB. Dam of-

DREAM AND DO (Siyouni). 4 wins-3 at 2-at 1400m, 1600m, 254,020, to 2020, Deauville Poule d'Essai des€Pouliches, Gr.1, Maisons-Laffitte Prix Miesque, Gr.3, Prix Esmeralda, 2d ParisLongchamp Prix de la Grotte, Gr.3, Deauville Prix des Marettes.

Sonata. Unraced. Dam of-REGAL SOLO (Louis Quatorze). 9 wins-2 at 2-from 5½f to 9f, US$493,378, Laurel Jennings H., L, Maryland

Million Classic S., L.Erimo Ciboulette. 3 wins-2 at 2-from 1000m to 1600m in Japan. Sire.National Zenith. Winner in U.S.A. Sire.Night Shift. Winner at 6f in U.S.A. Successful sire.American Legacy. Unplaced. Dam of-

SOMETHING SOCIAL (Raja Baba). 3 wins-1 at 2, Ak-Sar-Ben My Juliet S., L, 2d Ak-Sar-Ben Princess S., L. Dam of-

THOMASY (Groom Dancer (USA)). 3 wins at 2 in Belgium, Sterrebeek Prix Hynderick de Theulegoet, L, 2d Groenendael Prix Madame du Bois de Roest, L.

American Winter. Winner at 7f in GB. Dam of-SIR MARK SYKES (Reference Point). 5 wins from 1400m to 2000m in GB, France and U.S.A, Grand Prix de

Marseille, L, 3d Santa Anita Carleton F Burke H., Gr.2.Czar's Bride. Placed in GB. Dam of-

INZAR (Warning). 7 wins-2 at 2-to 7f, Goodwood Supreme S., Gr.3, Haydock John of Gaunt S., L, 2d Newmarket Criterion S., Gr.3, 3d Longchamp Prix de la Foret, Gr.1. Sire.

Americanrevelation. Placed at 2 in U.S.A. Dam of-ITAKA (Jade Hunter). 8 wins-1 at 2-from 6½f to 9f, US$448,292, Belmont General Douglas MacArthur H., L,

2d Aqueduct Gotham S., Gr.2. Sire.They Say. Winner at 6½f in U.S.A. Dam of-

HASNA (Snippets). Champion 2YO Filly in Australia in 2002-03. 7 wins-6 at 2-from 1000m to 1600m, A$1,297,595, AJC Sires' Produce S., Gr.1, Champagne S., Gr.1, STC Silver Slipper S., Gr.2, Heritage S., L, City Tatt's RC Chairman's 2YO P., STC Aurora 2YO P., De Bortoli Wines 2YO H., 2d STC Reisling Slipper Trial S., Gr.2, NSW Tatt's RC Roman Consul S., Gr.3, AJC Widden S., L, 3d STC Golden Slipper S., Gr.1, AJC Stan Fox S., Gr.2.

Silk Lilly. Unraced. Dam of-SILKY SWEEP (End Sweep). 7 wins-2 at 2-to 7f, US$325,309, Meadowlands Skip Trial S., L, 2d Woodbine

Highlander H., Gr.3. Sire.Silken Moment (Timeless Moment). Winner at 2, 2d Woodbine My Dear S., L. Dam of-

MAKE CONTACT (Time to Explode). 9 wins-1 at 2-from 6f to 9f, US$281,161, Emerald Downs Belle Roberts H., L, 2d Hastings Park British Columbia Oaks, Gr.3. Dam of-

Irish Day Dancer. Unraced. Dam of-GO FOR GUINNESS (Rosberg). 6 wins at 6½f, 8½f, US$122,778, Hastings Park British Columbia Cup

Stellar's Jay H., L, 2d Hastings Park British Columbia Cup Classic, L.BEAU GENTLEMAN (Beau Genius). 5 wins from 5½f to 8½f, US$116,136, Fort Erie Benburb S., L, 2d Fort

Erie Puss n Boots S., L.Cut Class Leanne. 9 wins-1 at 2-from 5½f to 8½f, US$108,385 in U.S.A. Dam of-

CHAPEL ROYAL (Montbrook). 3 wins at 2, US$495,571, Saratoga Sanford S., Gr.2, Belmont Flash S., Gr.3, 2d Belmont Champagne S., Gr.1, Saratoga Hopeful S., Gr.1, 3d Breeders' Cup Juvenile, Gr.1, 4th Gulfstream Park Swale S., Gr.3. Sire.

Lilly's Pleasure. 2 wins-1 at 2-at 5f, 6f in U.S.A. Dam of-LILLYCUT (Cutlass). 16 wins-2 at 2-to 6f, US$167,412, Suffolk Downs Topsider S., L, 2d Calder Criterium S.,

L.Crusading Lil. Winner at 7f in U.S.A. Dam of-

MOTSPUR (Flying Spur). 12 wins-1 at 2-to 1400m, A$645,910, BRC Falvelon H., L, Scone Quality H., L.Silk Ending. Winner at 2 in U.S.A. Dam of-

Gypsy Tucker. Winner at 1350m, 2d AJC UD Trucks P. Dam of-GYPSY DIAMOND (Not a Single Doubt). 4 wins-1 at 2-from 1200m to 2000m, A$756,010, Moonee Valley

Fillies Classic, Gr.2, ATC Carbine Club S., Gr.3, Japan Racing Association P., Gr.3, 2d ATC Queen of the Turf S., Gr.1, Light Fingers S., Gr.2, BRC The Phoenix S., L, 3d ATC Emancipation S., Gr.2, Liverpool City Cup, Gr.3.

Rich Silk. Winner at 6f in U.S.A. Dam of-Smooth Return. Winner at 1300m. Dam of-

TOORAK AFFAIR (Toorak Toff). 12 wins-1 at 2-from 1150m to 2400m, A$357,725, to 2019-20, TRC Hobart Cup, Gr.3, Little Bee Summer Cup, TTC Brighton Cup, Book Your Xmas Function H.

Silky Pleasure. Unplaced. Dam of-GENIAL (Gate Dancer). 5 wins-1 at 2-from 1100m to 1600m, R195,235, Kenilworth Basil Starke S., Gr.3, 2d

Greyville Summerveld S., Gr.3, 3d Clairwood Natal Breeders Challenge, L.Sovereign Lilly. Unraced. Dam of-

Valid Fixation. Winner in U.S.A. Dam of-Glinka. 5 wins to 7f in Peru, 3d Monterrico Clasico Gran Mariscal Andres Avelino Caceres, 4th Monterrico

Clasico Reina Isabel II, L. Dam of-ROUGE (Privately Held). 7 wins from 1000m to 2000m in Peru, Monterrico Clasico Batalla de Ayacucho, L,

Clasico Texfina.Fan Appeal. 2 wins at 6½f in U.S.A. Dam of-

CHEONGSU YEOGEOL (Run Away and Hide). 2 wins-1 at 2-at 1200m, 1400m in Korea, Seoul Ttukseom Cup, L, 2d Busan KNN Cup.

Dynaspice. Unraced. Dam of-THE PICKETT FACTOR (Gold Tribute). 7 wins from 6f to 9f, US$449,450, Louisiana Downs Super Derby

Prelude S., L, Fair Grounds Louisiana Champions Day Classic S., L.BENWILL (Leestown). 7 wins-1 at 2-from 5½f to 8½f, US$324,267, Evangeline Downs John Henry S.,

L-twice, 2d Louisiana Downs Unbridled S., L.COOL RECEPTION (Nearctic). Champion 2YO Colt in Canada in 1966. 10 wins-7 at 2, US$153,477, Woodbine

Coronation Futurity S., L, Cup & Saucer S., L, 2d Aqueduct Belmont S., Gr.1, 3d Hialeah Bahamas S., Gr.3.BREEZY ANSWER (Bull Page). 2 wins at 2, Woodbine Princess Elizabeth S., L, 2d Canadian Oaks, L, 3d Greenwood

Maple Leaf S., L. Dam of-ARCTIC BLIZZARD (Nearctic). Champion 2YO in Canada in 1967. 7 wins-6 at 2, US$78,881, Woodbine Cup &

Saucer S., L, Coronation Futurity S., L. Sire.Icy Reply (Nearctic). 5 wins-1 at 2, 2d Woodbine Star Shoot S., L, 3d Woodbine Selene S., L. Dam of-

Diademata. 4 wins in U.S.A. Dam of-TALC SHAKER (Talc). 11 wins-4 at 2, US$230,397, Monmouth New Jersey Breeders' S., L, 3d Meadowlands

Holly S., Gr.3. Dam of-SHE'S A SHAKER (Carr de Naskra). 4 wins-1 at 2-to 7f, US$165,030, Aqueduct Bouwerie S., L, 2d Finger

Lakes New York Oaks, L. Dam of-SHAKE LOOSE (Son of Briartic). 3 wins-2 at 2-at 6f, 6½f, US$127,100, Emerald Downs Pepsi-Cola H., L, 3d

Golden Gate Derby, Gr.3.Carr Shaker (Carr de Naskra). 2 wins at 6f, 2d Finger Lakes Cupecoy's Joy S., L. Dam of-

DEWARS ROCKS (Big Mukora). 4 wins-1 at 2-from 6f to 9f, US$314,860, Aqueduct Rare Treat H., Gr.3, Montauk H., L, Park Avenue S., L, 3d Aqueduct Next Move H., Gr.3.

Shaky Canyon. Placed in U.S.A. Dam of-FORTIFIED EFFORT (Ez Effort). 12 wins-4 at 2-from 4½f to 8½f, US$330,454, to 2019, Turf Paradise

Arizona Breeders' Futurity (2YOc&g), L, ATBA Fall Sales S. (2YOc&g), L.PROSPECTOR'S BLUES (Benton Creek). 3 wins-1 at 2-from 6f to 8½f, US$76,981, Turf Paradise Arizona

Breeders' Futurity (2YOc&g), L, Gene Fleming Breeders' Derby.Honour Shaker. Unraced. Dam of-

MOLLY'S HONOUR (Etesaal). 7 wins-1 at 2-from 5f to 1m, US$325,545, Zia Park Chaves County S., L, Lone Star Park Lane's End Stallion Scholarship S., L.

Mt Airy Lass. Winner at 8¼f in U.S.A. Dam of-VICTORY ROAD (Ikari). 3 wins at 2, US$93,016, Retama Park La Senorita S., L. Dam of-

TOUCHING BEAUTY (Tapit). 3 wins-1 at 2-from 5½f to 1m, US$183,166, Aqueduct Comely S., Gr.3, Gulfstream Park Allowance, 2d Belmont Matron S., Gr.2, Aqueduct Silent Turn S., L.

NOISY FEET (Tapit). 4 wins-1 at 2-at 6f, US$201,790, A$3,850, Monmouth College of New Jersey S., L, 2d Monmouth Miss Woodford S., L.

Tritap (Tapit). 2 wins at 7f, 9½f, US$155,936, Churchill Downs Allowance, 2d Santa Anita San Fernando S., Gr.2. Sire.

TIN SMITHEN (The Name's Jimmy). 12 wins-2 at 2-from 5f to 8½f, US$262,593, Sam Houston Park Groovy S., L, 3d Fair Grounds Sugar Bowl H., L.

Geraldine. Unraced. Dam of-SANDPILE (Cure the Blues). 3 wins at 1m, 9f, US$104,580, Aqueduct Times Square S., L, Belmont

Allowance 3YO+. Sire.Bobaloubar. 7 wins-1 at 2- in U.S.A. Dam of-

Our Country Dancer. Unraced. Dam of-MY SWEET NATALIE (Bring the Heat). 4 wins-3 at 2-at 2f, 5f, US$127,166, Calder Catcharisingstar S., L,

GTOBA Juvenile Filly Turf Dash S., L.Finally Named. Unraced. Dam of-

J W'S BEST BET (Sir Richard Lewis). 6 wins-4 at 2, US$171,739, Fair Grounds Louisiana Champions Day Juvenile S., L, Evangeline Downs Inaugural H., L.

La Commere. Placed in U.S.A. Dam of-Eureka Bank. Unraced. Dam of-

Ellison. 6 wins-3 at 2-from 1500m to 2000m in Italy. Dam of-ENTER (Exit to Nowhere). Winner at 1600m in Germany, Hoppegarten Preis der Haupstadtrennbahnen

Europas, L, 2d Dortmunder Stutenpreis, L.Elizabeth Clare. Unraced. Dam of-

TARAZU (Zilzal). 7 wins-2 at 2-from 1300m to 1800m, Maisons-Laffitte Prix Zeddaan, L, Milan Premio Federico Caccia Dominioni.

SLICK GROOM (Runaway Groom). 15 wins-2 at 2-at 1m, 8¼f, US$156,254, Fair Grounds Explosive Bid S., L, 2d Fair Grounds Risen Star S., L.

Cool Groom (Runaway Groom). 10 wins-1 at 2, US$190,588, 3d Woodbine Toronto Breeders' Cup H., L. Sire.Runaway Clare. Unraced. Dam of-

CLARE SKIES AHEAD (Sky Classic). 4 wins from 6f to 11f, US$184,560, Monmouth Omnibus S., L, 2d Colonial Downs All Along S., Gr.3.

Northern Answer. Raced once Sire.Prize Answer. See above.

8th July, 2020

Group One Thoroughbreds Pty Ltd

Att: Jeremy Azzopardi

Po Box 2570

\/VYOMING NSW 2250

Dear Mr J. Azzopardi

-`-_gJ..--

KODY NESTOFIF} A C I N a

RE: Training 2018 Your Song out of Le Sillage filly

I, Kody Nestor, hereby agree to train the 2018 Your Song out of Le Sillage filly from my stables at

Dubbo for the syndicate being formed by Group One Thoroughbreds in accordance with my

standard terms of trade.

I am thrilled to be training this filly for Group One Thoroughbreds. This yearling filly is by Your Song

and has been described as the most dominant Group 1 winning son of Fastnet Rock. He was a

runaway winner in the BTC Cup Group 1 by 5 lengths beating Rain Affair and Better Than Ready, 2d

ATC Run to the Rose Handicap Group 3 to Pierro and beating Epaulette, 3d ATC Roman Consul

Stakes Group 2 to Jolie Bay and Knight Exemplar. He genuinely stamps his stock.

Her dam Le Sillage by Encosta de Lago was an above average racehorse. A winner of 2 races

both in town and placed on 3 occasion also in town. She certainly brings that to the

breeding barn with 6 foals to race all winners including Baltic Whisper winner of 6 races.

Her sire Encosta de Lago has proven himself as not only a champion sire but also a

champion broodmare sire amassing over $198 million in earnings.

This filly has it all physically and is a great type. She has exceptional breeding patterns and is

also related to some champion racehorses.

Group One Thoroughbreds, in my opinion have bought an impressive filly and I rate her highly and

recommend her to any prospective buyer considering becoming an owner.

I look forward to having great success with her and this syndicate.

Regards,

+#orz£;,,Kody Nestor

Dr Chris Lawler BVSc & Associates

Veterinarians in Equine Practice

“Braeside”

23 Bridges Road

GERRINGONG NSW 2534 Email: [email protected] 5th July, 2020

Phone: 0419 341313

VETERINARY REPORT

Horse: Your Song x Le Sillage ‘18

Signalment: Bay or Brown yearling filly

Brands: Left shoulder = ts in a heart Right shoulder = 22 over 8

Microchip: 985100012156829

Examined at: Barn C, Inglis Sales Complex, Warwick Farm, NSW, 2170

At the request of Mr Jeremy Azzopardi as agent for Group 1 Thoroughbreds, a veterinary

examination of the above horse was undertaken at the Inglis Sales Complex, Warwick Farm,

New South Wales on the 5th July, 2019.

Clinical Examination

The clinical examination included heart, ophthalmic eye examination, teeth examination, limb flexion and joint palpation which were normal. The examination also included a review of the

radiographs for the above horse provided in the repository. The horse was examined at rest

and at the walk. There was no evidence of previous abdominal surgery, infection or disease,

lameness, laminitis or ataxia.

In my opinion, at this time, the Your Song x Le Sillage ’18 presented as suitable for purchase

as a racehorse as can be determined from the examination performed as described. Your Song x Le Sillage ’18 is suitable for public syndication and mortality insurance.

I confirm that I do not have any current or intended future financial or other interest in the above mentioned horse, the proposed syndication or Group 1 Thoroughbreds and this letter

may be relied upon by prospective investors who invest in the horse.

This certificate has been prepared for inclusion in the disclosure statement issued by the Syndicate and at the time of examination

can be relied upon as a true document. The issuing veterinarian has no financial or other interest in the Syndicate or monies

raised by the Syndicate. The examination was performed using EVA guidelines.


WERK NICK RATING A+++TM

(based on the FASTNET ROCK - FAIRY KING cross)*Triple Plus*

Prospective foal

FASTNET ROCK

ZEMBU

YOUR SONG

DANEHILL (Q)

PICCADILLY CIRCUS

FUJI KISEKI

WANICE

RAZYANA

ROYAL ACADEMY (B/I)

GATANA

SUNDAY SILENCE (Q)

MILLRACER

JOOD

(2009)

1PAS DE NOMHIS MAJESTYSPRING ADIEU1

CRIMSON SAINTMARAUDINGTWIGALAEHALOWISHING WELLLE FABULEUXMARSTON'S MILLRAISE A NATIVEGOLD DIGGER

KAMAR

ENCOSTA DE LAGO

SHINING ASSET

LE SILLAGE

FAIRY KING (Q)

SHOAL CREEK

ANABAA

CHRISTIN'S SILVER

1

FAIRY BRIDGE

STAR WAY (Q)

ROLLS

BALBONELLA

CARO (I/C)

NEARCTIC ANSWER

(2004)

NATALMABOLD REASONSPECIALSTAR APPEALNEW WAY

GRAND LUXE1

PAS DE NOMGAY MECENEBAMIERESFORTINO IICHAMBORD

PRIZE ANSWER

Sibling Identifier: odd numbers = same dam only; even numbers = same sire and dam

DANZIG (I/C)

MR. PROSPECTOR (B/C)

NORTHERN DANCER

NIJINSKY II

NIJINSKY II

NORTHERN DANCER (B/C)

DANZIG (I/C)

NEARCTIC

NORTHERN DANCER

NEARCTIC

(3-4-5-0-0)Roman Dosage Profile:

Dosage Points: 12

D.I.: 3.80 C.D.: 0.83

Werk Quality Rating: Q 5Quality Points: 12 Total Points: 24

5-Generation Inbreeding: DANZIG - 4m x 4mNORTHERN DANCER - 5m x 4m, 5mMR. PROSPECTOR - 4f x 5fNEARCTIC - x 5m, 5fNIJINSKY II - 5m, 5f x

Copyright 2020 Werk Thoroughbred Consultants, Inc. All rights reservedPhone: (510) 490-1111 Fax: (510) 490-4499

07/06/20

MR. PROSPECTOR

Generated on

+ =

TAX INVOICE Group One Thoroughreds ( AUST ) LTD ABN: 52 639 721 832

Invoice Date 9 Jul 2020

Invoice Number INV-0078

Reference Your Song x La Sillage

ABN 35 628 388 241

Group One Thoroughbreds Pty Ltd PO BOX 9570 WYOMING NSW 2250 T : 1800 998 652 F : 02 4311 3777

Due Date: 8 Aug 2021 BSB: 012-633 ACCOUNT NO: 4174-63158

[email protected]

Description Quantity Unit Price GST Amount AUD

Purchase of Horse 1.00 16,000.00 10% 16,000.00

Spelling Farm fees 48 Days 1.00 2,127.27 10% 2,127.27

Breaking In Fee 1.00 4,000.00 10% 4,000.00

Floating Fee from Inglis Warwick Farm to Cavallo Park North Richmond

1.00 500.00 10% 500.00

Veterinary Costs ( vitamins, drenching , dental ,shoeing ect) 1.00 1,300.00 10% 1,300.00

Mortality Insurance ( 1 year $37,800 ) 1.00 1,809.09 10% 1,809.09

Xray Scoping and clinicals 1.00 1,281.82 10% 1,281.82

Golden Slipper nomination 1.00 350.00 10% 350.00

BOBS bonus scheme 1.00 900.00 10% 900.00

Compliance Fee 1.00 1,500.00 10% 1,500.00

Registration and Lodging Syndicate Fee 1.00 495.45 10% 495.45

Inglis Race Series 1.00 1,500.00 10% 1,500.00

Financial Audit 1.00 300.00 10% 300.00

Prospectus production, legal review , sign off ASIC lodgement 1.00 800.00 10% 800.00

Bloodstock Fee 1.00 600.00 10% 600.00

Floating Fee from Cavallo Park Stud ( Spelling ) to Doran Park ( Breaker )

1.00 200.00 10% 200.00

Company Establishment ( including ASIC and set up costs) 1.00 700.00 10% 700.00

Subtotal 34,363.63

TOTAL GST 10% 3,436.37

TOTAL AUD 37,800.00


Create a Balance Sheet in this worksheet. Helpful instructions on how to use this worksheet are in cells in this column. Arrow down to get started.

Enter Company Name in cell at right. Title of this worksheet is in cell D1. Next instruction is in cell A4.

ACN: 639 721 832

Your Song x Le Sillage Shares Balance Sheet

As at 15 July 2020

Assets label is in cell at right.Assets

Enter details in Current Assets table starting in cell at right. Next instruction is in cell A14.Current assets: 2020 2019

Cash - -

Accounts Receivable -

Inventory -

Shareholder Funds 37,800 -

Petty Cash

Total current assets 37,800 -

Enter details in Fixed Assets table starting in cell at right. Next instruction is in cell A21.Fixed ( Long Term) Assets: 2020 2019

Long Term Investments - -

Property, Plant, and equipment - -

Less accumulated depreciation - -

Intangible assets - -

Total fixed assets - -

Enter details in Other Assets table starting in cell at right. Next instruction is in cell A25.Other assets: 2020 2019

Deferred income tax - -

Other

Total other assets - -

Assets for Previous Year are auto calculated in cell C25 and Total Assets for Current Year in cell D25. Next instruction is in cell A27.Total Total assets 37,800 -

Liabilities and owner's equity label is in cell at right.Liabilities and owner's equity

Enter details in Current Liabilities table starting in cell at right. Next instruction is in cell A37.Current liabilities: 2020 2019

Accounts payable -

Short -term loans - -

Income taxes payable - -

Accrued salaries and wages - -

Unearned revenue - -

Current portion of long term debt - -

Total current liabilities - -

Enter details in Long-term Liabilities table starting in cell at right. Next instruction is in cell A41.Long-term liabilities: 2020 2019

Long-term debt

Defferred income tax - -

Other

Total long-term liabilities - -

Enter details in Owner’s Equity table starting in cell at right. Next instruction is in cell A46.Owner's equity: 2020 2019

Paid Capital 37,800 -

Unpaid Capital

Retained earnings

Other - -

Total owner's equity 37,800 -

liabilities and owner's equity for previous year are auto calculated in cell C46 and for the current year in cell D46. Next instruction is in cell A49.Total Total liabilities and owner's equity 37,800 -

Previous Year Balance is auto calculated in cell C49 and Current Year Balance in cell D49.

Group One Thoroughbreds ( AUST ) LTD

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