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APA GROUP Major Shareholding Notification 2020

Dec 21, 2020

64398_rns_2020-12-21_ee729544-bd27-483a-a5b9-e7b8335903f4.pdf

Major Shareholding Notification

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December 22, 2020

Company Announcement Officer

State Street Global Advisors, Australia, Limited (ABN 42 003 914 225) Level 15, 420 George Street Sydney NSW 2000 Australia T +61 2 9240 7600

ssga.com

Dear Announcement Officer

Notice of ceasing to be a Substantial Shareholder

Pursuant to section 671B of the Corporations Act, State Street Corporation hereby advises that it is no longer a substantial shareholder in APA Group. The enclosed ASIC Form 605 discloses the required details

Yours faithfully,

==> picture [95 x 50] intentionally omitted <==

Mark Hayes

Vice President and Head of Compliance

605 Page 1 of 2 15 July 2001

Form 605

Corporations Act 2001

Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme APA Group ACN/ARSN 091 344 704

1. Details of substantial holder (1)

Name

State Street Corporation and subsidiaries named in Annexures to this form

ACN/ARSN (if applicable)

The holder ceased to be a substantial holder on 18 / 12 / 2020

The previous notice was given to the company on 17 / 12 / 2020

The previous notice was dated 15 / 12 / 2020

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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
changed
Nature of change (4) Consideration given in
relation to change (5)
Class (6) and
number of securities
affected
Person's votes
affected
Annexure A & C

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) 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

4. Addresses

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

Name Address
Annexure B

Signature

print name Elizabeth Schaefer capacity Authorised signatory sign here Elizabeth Schaefer Digitally signed by Elizabeth Schaefer Date: 2020.12.21 17:08:10 -05'00' date 22/12/2020

Information Classification: Limited Access

605 Page 2 of 2 15 July 2001

DIRECTIONS

  • (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 4 of the form.

  • (2) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

  • (3) See the definition of "associate" in section 9 of the Corporations Act 2001.

  • (4) Include details of:

  • (a) 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

  • (b) 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.

  • (5) 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.

  • (6) The voting shares of a company constitute one class unless divided into separate classes.

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

Information Classification: Limited Access

Annexure A

This is Annexure A referred to in Form 605 Notice of ceasing to be a substantial holder Elizabeth Schaefer Digitally signed by Elizabeth Schaefer Date: 2020.12.21 17:08:35 -05'00' ______ 22 December 2020 Elizabeth Schaefer Authorised Signatory

Date of Change Person whose relevant interest changed **Nature of Change ** Considerationgiven in relation to Change Class and number of Securities affected Class and number of Securities affected Person's Votes affected
16-Dec-20 State Street Global Advisors Limited Sale or Pair-off Sale 10.28 Ord (31,638) (31,638)
16-Dec-20 State Street Global Advisors Australia Limited In specie contribution n/a Ord 1,048 1,048
17-Dec-20 State Street Global Advisors Limited Purchase 10.34 Ord 7,655 7,655
17-Dec-20 State Street Global Advisors(Japan)Co.,Ltd Sale or Pair-off Sale 10.33 Ord (146,000) (146,000)
18-Dec-20 State Street Global Advisors Inc Sale or Pair-off Sale 10.27 Ord (28,150) (28,150)
18-Dec-20 State Street Global Advisors Inc Purchase 10.27 Ord 10,087 10,087
18-Dec-20 State Street Global Advisors Limited Sale or Pair-off Sale 10.28 Ord (4,832) (4,832)
18-Dec-20 State Street Global Advisors Limited Purchase 10.27 Ord 20,483 20,483
18-Dec-20 State Street Global Advisors Limited Purchase 10.27 Ord 34,657 34,657
18-Dec-20 State Street Global Advisors Limited Purchase 10.29 Ord 4,001 4,001
18-Dec-20 State Street Global Advisors Australia Limited Sale or Pair-off Sale 10.27 Ord (185,229) (185,229)
18-Dec-20 State Street Global Advisors Australia Limited Sale or Pair-off Sale 10.27 Ord (34,657) (34,657)
18-Dec-20 State Street Global Advisors Ireland Limited Sale or Pair-off Sale 10.27 Ord (23,443) (23,443)
17-Dec-20 State Street Bank and Trust Company Borrowing securities under
a securities loan from THE
BANK OF NEW YORK
MELLON – Refer Part A of
AnnexureC
n/a Ord 126,567 126,567
17-Dec-20 State Street Bank and Trust Company Lending securities under a
securities loan to GMO
BENCHMARK FREE FUND –
Refer annexure Part B of
AnnexureC
n/a Ord 29,938 29,938
17-Dec-20 State Street Bank and Trust Company Lending securities under a
securities loan to GMO
IMPLEMENTATION FUND –
Refer annexure Part B of
AnnexureC
n/a Ord 89,248 89,248
17-Dec-20 State Street Bank and Trust Company Lending securities under a
securities loan to GMO
STRATEGIC OPPORTUNITIES
ALLOCATION FUND – Refer
annexure Part B of
AnnexureC
n/a Ord 7,383 7,383

Information Classification: Limited Access

Annexure B

This is Annexure B referred to in Form 605 Notice of ceasing to be a substantial holder

Elizabeth Digitally signed by Elizabeth Schaefer Schaefer Date: 2020.12.21 17:09:02 -05'00' ______ 22 December 2020

Elizabeth Schaefer Authorised Signatory

Name Address
State Street Global Advisors Australia Limited Level 17,420 George Street,Sydney,NSW 2000,Australia
State Street Global Advisors Inc One Iron Street Boston,MA 02210,USA.
State Street Global Advisors Limited 20 Churchill Place,London E14 5HJ,UK
State Street Global Advisors Ireland Limited 78 Sir John Rogerson’sQuay,Dublin 2,Ireland
State Street Global Advisors (Japan) Co., Ltd Toranomon Hills Mori Tower, 1-23-1 Toranomon, Minato-ku, Tokyo,
105-6325 Japan
State Street Bank and Trust Company Level 14, 420 George Street Sydney, NSW 2000 Australia

Information Classification: Limited Access

Annexure C

This is Annexure C referred to in Form 605 Notice of ceasing to be a substantial holder

______ 22 December 2020
Elizabeth Schaefer
Authorised Signatory
Type of agreement
Global Master Securities Lending Agreement/Master Securities
Loan Agreement/Securities Loan Agreement
Parties to agreement
(1) State Street Bank and Trust Company
(2) The entityreferred to in the relevantpart of Annexure B to
Can the parties exercise voting rights attaching to the securities?
(1) Yes (if the borrower is the registered holder. However the
securities are on-lent by the borrower as per Part B of this
Annexure)
(2)No,not duringterm of securities loan
If yes, in what circumstances
(1) Only if the borrower is the registered holder. However the
securities are on-lent by the borrower as per Part B of this
Annexure
(2) n/a
Transfer date
The dates on which the securities were delivered to State Street
Bank and Trust Companyas borrower are set out in Annexure B to
Scheduled return date
No scheduled return date
Does the borrower have the right to return the securities early?
No scheduled return date. Borrower can return securities or
equivalent securities at anytime subject togivingnotice
If yes, in what circumstances
Borrower can return securities or equivalent securities at any time
subject togivingnotice
Does the lender have the right to recall the securities early (ie before the scheduled
return date)?
No scheduled return date. Lender can require return of securities
or equivalent securities at any time subject to giving notice
If yes, in what circumstances
Lender can require return of securities or equivalent securities at
anytime subject togivingnotice
Are there any circumstances in which the borrower is not required to return
securities or equivalent securities on settlement?
No
Ifyes,detail anyexceptions
n/a
Type of agreement
Global Master Securities LendingAgreement/Master Securities Loan Agreement
Parties to agreement
(1) State Street Bank and Trust Company
(2) The entity referred to in the relevant part of Annexure B to
this notice
Can the parties exercise voting rights attaching to the securities?
(1) Yes, but only if the lender recalls the loan and exercises its
right to become the registered holder
(2) Yes (while registered holder)
If yes, in what circumstances
(1) Only if the lender recalls the loan and exercises its right to
become the registered holder
(2) Borrower may exercise voting rights (while registered holder)
State Street Bank and Trust Company will, if requested by the company or responsible entity to whom this form must be given under the Corporations
Act 2001 (Cth) or if requested by the Australian Securities and Investment Commission (ASIC), provide a copy of the master securities lending
agreement/s and security agreement/s referred to below to the company, responsible entity or ASIC.
Part A: For relevant interests arising out of lending securities - State Street Bank and Trust Company acquires relevant interest as borrower of the
securities under securities lending agreement, subject to obligation to return under the agreement. (State Street Bank and Trust Company has on-lent
the securities and retains relevant interest as per Part B of this Annexure.)
Part B: For relevant interests arising out of lending securities - State Street Bank and Trust Company lends the securities under securities lending
agreement, and retains relevant interest through the right to recall the securities or equivalent securities.
Elizabeth
Schaefer
Digitally signed by
Elizabeth Schaefer
Date: 2020.12.21
17:09:25 -05'00'
______ 22 December 2020
Elizabeth Schaefer
Authorised Signatory
Type of agreement
Global Master Securities Lending Agreement/Master Securities
Loan Agreement/Securities Loan Agreement
Parties to agreement
(1) State Street Bank and Trust Company
(2) The entityreferred to in the relevantpart of Annexure B to
Can the parties exercise voting rights attaching to the securities?
(1) Yes (if the borrower is the registered holder. However the
securities are on-lent by the borrower as per Part B of this
Annexure)
(2)No,not duringterm of securities loan
If yes, in what circumstances
(1) Only if the borrower is the registered holder. However the
securities are on-lent by the borrower as per Part B of this
Annexure
(2) n/a
Transfer date
The dates on which the securities were delivered to State Street
Bank and Trust Companyas borrower are set out in Annexure B to
Scheduled return date
No scheduled return date
Does the borrower have the right to return the securities early?
No scheduled return date. Borrower can return securities or
equivalent securities at anytime subject togivingnotice
If yes, in what circumstances
Borrower can return securities or equivalent securities at any time
subject togivingnotice
Does the lender have the right to recall the securities early (ie before the scheduled
return date)?
No scheduled return date. Lender can require return of securities
or equivalent securities at any time subject to giving notice
If yes, in what circumstances
Lender can require return of securities or equivalent securities at
anytime subject togivingnotice
Are there any circumstances in which the borrower is not required to return
securities or equivalent securities on settlement?
No
Ifyes,detail anyexceptions
n/a
Type of agreement
Global Master Securities LendingAgreement/Master Securities Loan Agreement
Parties to agreement
(1) State Street Bank and Trust Company
(2) The entity referred to in the relevant part of Annexure B to
this notice
Can the parties exercise voting rights attaching to the securities?
(1) Yes, but only if the lender recalls the loan and exercises its
right to become the registered holder
(2) Yes (while registered holder)
If yes, in what circumstances
(1) Only if the lender recalls the loan and exercises its right to
become the registered holder
(2) Borrower may exercise voting rights (while registered holder)
State Street Bank and Trust Company will, if requested by the company or responsible entity to whom this form must be given under the Corporations
Act 2001 (Cth) or if requested by the Australian Securities and Investment Commission (ASIC), provide a copy of the master securities lending
agreement/s and security agreement/s referred to below to the company, responsible entity or ASIC.
Part A: For relevant interests arising out of lending securities - State Street Bank and Trust Company acquires relevant interest as borrower of the
securities under securities lending agreement, subject to obligation to return under the agreement. (State Street Bank and Trust Company has on-lent
the securities and retains relevant interest as per Part B of this Annexure.)
Part B: For relevant interests arising out of lending securities - State Street Bank and Trust Company lends the securities under securities lending
agreement, and retains relevant interest through the right to recall the securities or equivalent securities.
Elizabeth
Schaefer
Digitally signed by
Elizabeth Schaefer
Date: 2020.12.21
17:09:25 -05'00'
Part B: For relevant interests arising out of lending securities - State Street Bank and Trust Company lends the securities under securities lending
agreement, and retains relevant interest through the right to recall the securities or equivalent securities.
Type of agreement Global Master Securities LendingAgreement/Master Securities Loa
Parties to agreement (1) State Street Bank and Trust Company
(2) The entity referred to in the relevant part of Annexure B to
this notice
Can the parties exercise voting rights attaching to the securities? (1) Yes, but only if the lender recalls the loan and exercises its
right to become the registered holder
(2) Yes (while registered holder)
If yes, in what circumstances (1) Only if the lender recalls the loan and exercises its right to
become the registered holder
(2) Borrower may exercise voting rights (while registered holder)

Information Classification: Limited Access

Transfer date The dates on which the securities were delivered to the borrower
are set out in Annexure B to this notice
Scheduled return date No scheduled return date
Does the borrower have the right to return the securities early? No scheduled return date. Borrower can return securities or
equivalent securities at anytime subject togivingnotice
If yes, in what circumstances Borrower can return securities or equivalent securities at any time
subject togivingnotice
Does the lender have the right to recall the securities early (ie before the scheduled No scheduled return date. Lender can require return of securities
return date)? or equivalent securities at any time subject to giving notice
If yes, in what circumstances Lender can require return of securities or equivalent securities at
anytime subject togivingnotice
Are there any circumstances in which the borrower is not required to return
securities or equivalent securities on settlement?
No
Ifyes,detail anyexceptions n/a
Part C: For relevant interests arising out of lending securities - State Street Bank and Trust Company acquires a relevant interest in securities through
taking a security interest (“pledge”) over the securities as collateral to secure a securities loan. (See Part B of this Annexure for securities loan
details.)
Global Master Securities Lending Agreement
Type of agreement Security Agreement: the pro forma security agreement governing
thepledge is attached to this notice
(1) State Street Bank and Trust Company
Parties to agreement (2) The entity referred to in the relevant part of Annexure B to
this notice
(1) Yes, but only if the borrower defaults and pledge is enforced
Can the parties exercise voting rights attaching to the securities? (2) Yes
(1) Only if the borrower defaults and pledge is enforced
If yes, in what circumstances (2) In accordance with ordinary rights as registered holder, either
directly or through nominee holder
Pledge date The dates on which the securities werepledged,as indicated in Annexure B to this notic
Scheduled release date No scheduled release date. Securities are released from pledge
on termination of related securities loan
No scheduled release date. Securities are released from pledge
Does the borrower have the right to have the securities released early? on termination of related securities loan or the provision of
alternative collateral
If yes, in what circumstances At any time subject to returning the borrowed securities or
equivalent securities orprovidingalternative collateral
Are there any circumstances in which the lender is not required to release the No, assuming the borrower returns the borrowed securities or
pledged securities on settlement? equivalent securities
If yes, detail any exceptions n/a (lender must release pledged securities if the borrower
returns the borrowed securities or equivalent securities)

Information Classification: Limited Access