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Pendal Group Limited
Level 14, The Chifley Tower
2 Chifley Square
Sydney NSW 2000
Australia
ABN 28 126 385 822
Company Announcements Platform
Australian Securities Exchange Limited
20 Bridge Street
SYDNEY NSW 2000
17 March 2022
Dear Sir/Madam
Re: Notice of Change of Interests of Substantial Holder
In accordance with section 671B of the Corporations Act 2001 (Cth), we attach a Notice of Change of Interests of Substantial Holder (Form 604) in respect of Metcash Limited (MTS).
Yours faithfully
Joanne Hawkins
Group Company Secretary
{00015748.docx} | 1 |
For personal use only
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
To | Company Name/Scheme | METCASH LIMITED (MTS) | |||
ACN/ARSN | ACN 112 073 480 | ||||
1. | Details of substantial holder (1) | ||||
Name | PENDAL GROUP LIMITED (PDL) | ||||
ACN/ARSN (if applicable) | ACN 126 385 822 | ||||
There was a change in the interests of the | |||||
substantial holder on | 15/03/2022 | ||||
The previous notice was given to the company on | 18/08/2021 | ||||
The previous notice was dated | 16/08/2021 | ||||
2. Previous and present voting power
The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice in the company or scheme, are as follows:
Class of securities (4) | Previous Notice | Present Notice | ||
Person's votes | Voting Power (5) | Person's votes | Voting Power (5) | |
Ordinary Shares | 111,806,922 | 10.94% | 95,623,832 | 9.90% |
3. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
Date of change | Person whose relevant interest | Nature of | Consideration | Class and | Person's |
changed | change (6) | given in | number of | votes | |
relation to | securities | affected | |||
change (7) | affected | ||||
15/03/2022 | PDL & its Associates, Pendal Fund | See Annexure | See Annexure | See Annexure | See |
Services Limited, Pendal Institutional | 'A' | 'A' | 'A' | Annexure 'A' | |
Limited |
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4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
Holder of relevant | Registered | Person entitled | Nature of | Class and | Person's votes |
interest | holder of | to be registered | relevant interest | Number of | |
securities | as holder (8) | (6) | securities | ||
Pendal Fund Services | HSBC Custody | HSBC Custody | Pendal Fund | 35,655,716 | 35,655,716 |
Limited * | Nominees | Nominees | Services Limited | Ordinary | |
(Australia) | (Australia) | is the trustee or | |||
Limited. | Limited. | responsible | |||
UBS Wealth | UBS Wealth | entity of various | |||
managed | |||||
Management | Management | investment | |||
schemes and, in | |||||
that capacity, can | |||||
exercise the | |||||
power to vote or | |||||
dispose of the | |||||
shares. | |||||
Pendal Institutional | Pendal | 59,968,116 | 59,968,116 | ||
Limited | BNP Fund | BNP Fund | Institutional | Ordinary | |
Services Pty | Services Pty | Limited is the | |||
Limited | Limited | investment | |||
Citicorp | manager | ||||
Citicorp | appointed by | ||||
Nominees Pty | Nominees Pty | various | |||
Limited | Limited | superannuation | |||
HSBC Custody | HSBC Custody | funds, | |||
institutional | |||||
Nominees | Nominees | investors and | |||
(Australia) | (Australia) | unit trusts and, | |||
Limited. | Limited. | in that capacity, | |||
can exercise the | |||||
JP Morgan | JP Morgan | power to vote or | |||
Chase Bank | Chase Bank | dispose of the | |||
National | National | shares. | |||
Custodian | Custodian | ||||
Nominees | Nominees | ||||
Northern Trust | Northern Trust | ||||
Company | Company | ||||
Limited | Limited | ||||
Mitsubishi UFJ | Mitsubishi UFJ | ||||
Investor | Investor | ||||
Services & | Services & | ||||
Banking | Banking | ||||
(Luxembourg) | (Luxembourg) | ||||
S.A. | S.A. | ||||
State Street | State Street | ||||
Australia | Australia | ||||
Limited | Limited | ||||
- Pendal Fund Services Limited has appointed Pendal Institutional Limited to act as the investment manager of the trusts of which it is responsible entity, giving Pendal Institutional Limited the capacity to exercise the power to vote or dispose of the shares. Pendal Institutional Limited therefore also has a relevant interest in shares in which Pendal Fund Services Limited has a relevant interest.
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5. Changes in association
The persons who have become associates (2) of, or ceased to be associates of, or have changed the nature of their association
(9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
Name and ACN/ARSN (if applicable) | Nature of association |
6. Addresses | |
The addresses of persons named in this form are as follows: | |
Name | Address |
Pendal Group Limited (PDL) | Level 14, Chifley Tower, 2 Chifley Square, Sydney |
NSW 2000 | |
Pendal Fund Services Limited | Level 14, Chifley Tower, 2 Chifley Square, Sydney |
NSW 2000 | |
Pendal Institutional Limited | Level 14, Chifley Tower, 2 Chifley Square SYDNEY |
NSW 2000 | |
METCASH LIMITED (MTS) | The Company Secretary, |
METCASH LIMITED (MTS) | |
1 Thomas Holt Drive | |
MACQUARIE PARK NSW 2113 | |
Signature
Print name | Joanne Hawkins | Capacity | Company Secretary |
Sign here | Date | 17/03/2022 |
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DIRECTIONS
- If there are a number of substantial holders with similar or related relevant interests (e.g. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
- See the definition of "associate" in section 9 of the Corporations Act 2001.
- See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
- The voting shares of a company constitute one class unless divided into separate classes.
- The person's votes divided by the total votes in the body corporate scheme multiplied by 100.
- Include details of:
- any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
- any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
- Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
- If the substantial holder is unable to determine the identity of the person (e.g. if the relevant interest arises because of an option) write "unknown".
- Give details, if appropriate, of the present association and any changes in that association since the last substantial holding notice.
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Metcash Limited published this content on 17 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 March 2022 05:40:02 UTC.