BAPCOR LIMITED — Major Shareholding Notification 2015

Aug 20, 2015

Notice of ceasing to be a substantial holder

Form 605 Corporations Law 2001 Section 671B

To: Company Name/Scheme: Burson Group Limited ( Burson ) ACN/ARSN: 153 199 912

1. Details of substantial holder

Name: Burson Group Limited (ACN 153 199 912) Burson Finance Pty Limited (ACN 153 203 804) Burson Holdings Pty Limited (ACN 143 698 935) Burson Automotive Pty Ltd (ACN 006 613 378 Car Blitz & Accessories Pty Ltd (ACN 153 203 804)

(collectively the Substantial Holders )

The Substantial Holders ceased to be substantial holders on: 20 August 2015 The previous notice was given to the company on: 13 July 2015 The previous notice was dated: 13 July 2015

2. 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:

	Person whose relevant interest changed	Registered holder of securities		Conside- ration given in relation to **change **
					Class and number of securities affected
						Person’s votes affected
Date of change
			Nature of change
16 July 2015 and 31 July 2015	Substantial Holders	Darryl Gregor Abotomey	Dilution of the Substantial Holders’ deemed relevant interest after allotment of: 20,263,968 Shares under the retail component of Burson’s entitlements offer on 16 July 2015; and 4,695,523 Shares issued on 31 July 2015 tin accordance with the terms of the share sale agreement dated 15 June 2015 between Burson and the vendors of Metcash Automotive Holdings Pty Ltd (MAH), as part consideration for Burson’s acquisition of the entire issued capital of MAH from the vendors (Consideration Shares). The Substantial Holders’	N/A	365,000 fully paid ordinary shares (Shares)	365,000
		Ryasar Pty Ltd as trustee for The Abotomey Superannuation Fund			1,194,526 Shares	1,194,526
		Gregory Lennox Fox			388,097 Shares	388,097
		Gregory Lennox Fox for the Greg Fox Superannuation Fund			268,096 Shares	268,096
		Craig Anthony Magill			647,229 Shares	647,229
		QPE No. 3GP Pty Limited as General Partner of Quadrant Private Equity No. 3, LP			10,757,040 Shares	10,757,040
		Quadrant Private Equity No. 3C Pty Limited as trustee for Quadrant Private Equity No. 3C			4,880,690 Shares	4,880,690

Notice of ceasing to be a substantial holder

Form 605 Corporations Law 2001 Section 671B

		Quadrant Private Equity No. 3D Pty Limited as trustee for Quadrant Private Equity No. 3D	deemed relevant interest arises under section 608(1) of the Corporations Act 2001 (Cth) (Corporations Act) pursuant to voluntary escrow deeds entered into between Burson and various shareholders, as disclosed in Burson’s prospectus dated 7 April 2014 (Registered Holders). However, Burson has no right to acquire these shares or to control the voting rights attaching to these shares.		8,765,718 Shares	8,765,718
31 July 2015	Substantial Holders	Accent Investments Pty Limited ATF Accent Investments Trust	The Substantial Holders have a deemed relevant interest in the Consideration Shares issued on 31 July 2015 under section 608(1) of the Corporations Act. The deemed relevant interest arises from the restriction on disposal of the Consideration Shares under voluntary escrow arrangements between Burson and the recipients of the Consideration Shares in accordance with the terms of the share sale agreement dated 15 June 2015 between Burson and the vendors of Metcash Automotive Holdings Pty Ltd. However, Burson has no right to acquire these shares or to control the voting rights attaching to these shares.	N/A	284,839 Shares	284,839
		Glendale Investment Group Pty Limited ATF Glendale Investment Trust			4,410,684 Shares	4,410,684
20 August 2015	Substantial Holders	Registered Holders	Ceasing to have a deemed relevant interest upon Burson’s release of holding lock over shares held by Registered Holders following expiry of the escrow period (being 20 August 2015, the date Burson released its full year results for FY15)	N/A	27,266,396 Shares	27,266,396

Notice of ceasing to be a substantial holder

Form 605 Corporations Law 2001 Section 671B

3. Changes In Association

The persons who have become associates of, ceased to be associates of, or have changed the nature of their association with, the substantial holder in relation to voting interests in the Company or scheme are as follows:

Name and ACN/ARSN (ifapplicable)	**Nature of association **
N/A	N/A

Addresses

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

Person/ Entity	Address
Substantial Holders	61 –63 GowerStreet,Preston Victoria 3072

Dated 21 August 2015

Authorised for electronic lodgement by Gregory Fox