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BAPCOR LIMITED Major Shareholding Notification 2022

Feb 13, 2022

64494_rns_2022-02-13_54c6a5c1-eb2c-4fe7-936a-649484b46416.pdf

Major Shareholding Notification

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Sydney

Level 2, 5 Martin Place Sydney NSW 2000 Australia GPO Box 3698 Sydney NSW 2001 www.challenger.com.au Telephone 02 9994 7000 Facsimile 02 9994 7777

14 February 2022

The Manager Company Announcements Office ASX Limited 20 Bridge Street SYDNEY NSW 2000

By electronic lodgement

Dear Sir/Madam

Re: Notice of change of interests of substantial holder – Bapcor Limited (BAP)

We attach a notice of change of interests of substantial holder in Bapcor Limited. This notice is given by Challenger Limited and each of its associated entities named in Annexure 2 to this notice.

Yours faithfully

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Linda Matthews Company Secretary

Melbourne Level 19, 31 Queen Street PO Box 297, Flinders Lane, Melbourne VIC 3000 Telephone 02 9994 7000 Facsimile 02 9994 7777 Brisbane Level 6, 215 Adelaide Street, Brisbane QLD 4000 Telephone 07 3136 5400 Facsimile 07 3136 5407 Perth Level 26, 140 St Georges Terrace, Perth WA 6000 Telephone 08 6466 9613 Adelaide Level 7, Suite 714, 147 Pirie Street, Adelaide SA 5000 Telephone 08 8427 9511

Challenger Limited ABN 85 106 842 371 Challenger Group Services Pty Limited ABN 91 085 657 307 Challenger Life Company Limited ABN 44 072 486 938 AFSL 234670 Challenger Investment Partners Limited ABN 29 092 382 842 AFSL 234 678 Challenger Retirement and Investment Services Limited ABN 80 115 534 453 AFSL295642 RSE Licence No. L0001304 Challenger Mortgage Management Pty Ltd ABN 72 087 271 109 Challenger Securitisation Management Pty Ltd ABN 56 100 346 898 AFSL 244593 Challenger Investment Solutions Management Pty Ltd ABN 63 130 035 353 AFSL 487354

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Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder

1. Details of substantial holder(1)
To
Company Name/Scheme
ACN/ARSN
Name
The previous notice was given to the company on
The previous notice was dated
ACN/ARSN (if applicable)
There was a change in the interests of the substantial h
10/02/2022
11/03/2021
11/03/2021
Bapcor Limited
153 199 912
Challenger Limited (and its entities listed in Annexure 2)

older on
106 842 371

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 to the company or scheme, are as follows:

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Classof securities (4) Previous notice Present notice
Person's votes Voting power (5) Person's votes Voting power (5)
Ordinary Fully Paid 25,904,112 7.63% 20,334,654 5.99%
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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 Nature of change (6) Consideration given in Class and number of Person's votes
interest changed relation to change (7) securities affected affected
Refer Challenger Limited Refer Refer Refer Refer
Annexure 1 (and its entities Annexure 1 Annexure 1 Annexure 1 Annexure 1
listed in Annexure
2)

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 interest Registered holder of Person entitled to be Person entitled to be **Nature of relevant interest (6) ** Class and number of Person's votes
securities registered as holder securities
(8)
Challenger Limited (and its
BNP Paribas
BNP Paribas Ordinary Fully Paid 2,561,925 2,561,925
entities listed in Annexure
2)
Nominees Pty
Limited
Nominees Pty
Limited
securities purchased
and sold on market and

(Ordinary Fully
Paid)
acquired and sold (via
off market transfer) by
Challenger Limited
(and its entities listed
in Annexure 2) and
obtains a relevant
interest by virtue of
section 608(3) of the
Corporations Act 2001
(Cth).
Challenger Limited (and its
J. P. Morgan
J. P. Morgan As above 6,267,080 6,267,080
entities listed in Annexure
2)
Nominees
Australia Pty
Nominees
Australia Pty
(Ordinary Fully
Paid)
Limited Limited
Challenger Limited (and its
National Nominees
National As above 2,055,792 2,055,792
entities listed in Annexure
2)
Limited Nominees Limited (Ordinary Fully
Paid)

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Challenger Limited (and its HSBC Custody HSBC Custody As above 2,132,259 2,132,259
entities listed in Annexure Nominees Nominees (Ordinary Fully
2)
(Australia) Limited (Australia) Paid)
Challenger Limited (and its Citicorp Nominees Citicorp As above 5,229,486 5,229,486
entities listed in Annexure Pty Limited Nominees Pty (Ordinary Fully
2)
Limited Paid)
Challenger Limited (and its State Street – State Street – As above 734,817 (Ordinary 734,817
entities listed in Annexure Boston Boston Fully Paid)
2)
Challenger Limited (and its Bank of New York Bank of New York As above 1,353,295 1,353,295
entities listed in Annexure Mellon Mellon (Ordinary Fully
2)
Paid)
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5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

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Name and ACN/ARSN (if applicable) Nature of association
N/A N/A
6. Addresses
The addresses of persons named in this form are as follows:
Name Address
Challenger Limited (and its entities listed Level 2, 5 Martin Place, Sydney NSW 2000
in Annexure 2)
Signature
print name Linda Matthews Capacity Company Secretary
sign here date 14/02/2022
DIRECTIONS
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(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 6 of the form.

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

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

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

  • (5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

  • (6) Include details 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.

  • (7) 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.

  • (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown".

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

Annexure 1 consists of 6 pages and is referred to in Form 604 signed by me and dated 14/02/2022

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Linda Matthews Company Secretary of Challenger Limited

Transactions:

Company Name/Scheme: Bapcor Limited (BAP) As at: 10/02/2022 Class of security: Ordinary Fully Paid

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Number of Person's Votes
Date of Change Holder of relevant interest Nature of Change Consideration Securities Affected
Challenger Limited (and its
12/03/2021 entities listed in Annexure 2) Buy 342,041 46,974 46,974
12/03/2021 as above Buy 178,120 24,462 24,462
12/03/2021 as above Buy 192,676 26,461 26,461
12/03/2021 as above Buy 384,776 52,843 52,843
15/03/2021 as above Buy 233,218 32,249 32,249
15/03/2021 as above Buy 121,451 16,794 16,794
15/03/2021 as above Buy 131,373 18,166 18,166
15/03/2021 as above Buy 262,355 36,278 36,278
19/03/2021 as above Buy 176,150 23,804 23,804
23/03/2021 as above Buy 151,072 20,554 20,554
25/03/2021 as above Buy - Transfer 6,080,430 815,071 815,071
06/04/2021 as above Sell 137,780 -18,129 18,129
06/04/2021 as above Buy 393,277 51,777 51,777
06/04/2021 as above Buy 717,784 94,500 94,500
06/04/2021 as above Buy 594,538 78,274 78,274
06/04/2021 as above Buy 350,613 46,160 46,160
07/04/2021 as above Buy 206,570 27,115 27,115
07/04/2021 as above Buy 90,940 11,937 11,937
07/04/2021 as above Buy 153,341 20,128 20,128
07/04/2021 as above Buy 101,369 13,306 13,306
08/04/2021 as above Buy 278,511 36,183 36,183
13/04/2021 as above Buy 184,639 23,418 23,418
15/04/2021 as above Buy - Transfer 198,732 24,626 24,626
15/04/2021 as above Sell 116,184 -14,397 14,397
15/04/2021 as above Buy 281,853 34,926 34,926
15/04/2021 as above Sell 16,987 -2,105 2,105
15/04/2021 as above Sell 104,103 -12,900 12,900
19/04/2021 as above Buy 15,160 1,833 1,833
20/04/2021 as above Buy 315,751 38,350 38,350
21/04/2021 as above Sell 484,405 -58,503 58,503
21/04/2021 as above Buy 220,088 26,617 26,617
22/04/2021 as above Buy 200,696 24,268 24,268
23/04/2021 as above Sell 209,454 -25,450 25,450
29/04/2021 as above Buy 387,532 49,485 49,485
30/04/2021 as above Buy 23,106 2,993 2,993
30/04/2021 as above Buy 8,955 1,160 1,160
30/04/2021 as above Buy 281,757 36,497 36,497
10/05/2021 as above Buy 116,286 15,672 15,672
11/05/2021 as above Sell 82,540 -11,154 11,154
12/05/2021 as above Buy 151,462 20,627 20,627
14/05/2021 as above Sell 100,498 -13,526 13,526
17/05/2021 as above Sell - Transfer 1,628,348 -217,113 217,113
18/05/2021 as above Sell 127,116 -17,166 17,166
18/05/2021 as above Sell 278,691 -37,635 37,635
20/05/2021 as above Sell 40,318 -5,385 5,385
20/05/2021 as above Sell 15,708 -2,098 2,098
20/05/2021 as above Sell 266,511 -35,596 35,596
20/05/2021 as above Sell 40,842 -5,455 5,455
21/05/2021 as above Sell 22,658 -3,017 3,017
25/05/2021 as above Buy 311,268 40,000 40,000
25/05/2021 as above Buy 311,079 40,004 40,004
26/05/2021 as above Buy 122,182 15,525 15,525
26/05/2021 as above Buy 615,574 78,072 78,072
28/05/2021 as above Buy 611,692 75,817 75,817
01/06/2021 as above Buy 229,190 28,217 28,217
02/06/2021 as above Buy 102,072 12,423 12,423
03/06/2021 as above Sell 175,567 -21,463 21,463
08/06/2021 as above Sell 261,217 -31,941 31,941
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Page 1 of 6

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Number of Person's Votes
Date of Change Holder of relevant interest Nature of Change Consideration Securities Affected
16/06/2021 as above Buy 175,052 21,101 21,101
16/06/2021 as above Buy 9,854 1,183 1,183
16/06/2021 as above Buy 29,354 3,524 3,524
16/06/2021 as above Buy 382,833 45,960 45,960
18/06/2021 as above Sell - Transfer 780,010 -93,864 93,864
18/06/2021 as above Sell 265,336 -31,979 31,979
18/06/2021 as above Sell 295,696 -35,638 35,638
18/06/2021 as above Sell 531,154 -64,016 64,016
18/06/2021 as above Sell 567,255 -68,367 68,367
29/06/2021 as above Buy 209,723 24,967 24,967
29/06/2021 as above Buy 612,259 72,888 72,888
30/06/2021 as above Buy 164,587 19,337 19,337
30/06/2021 as above Sell 54,550 -6,413 6,413
01/07/2021 as above Buy 164,083 19,338 19,338
02/07/2021 as above Sell 63,479 -7,615 7,615
05/07/2021 as above Sell 137,094 -16,479 16,479
06/07/2021 as above Sell 77,743 -9,504 9,504
07/07/2021 as above Buy 69,390 8,416 8,416
07/07/2021 as above Buy 171,707 27,760 27,760
07/07/2021 as above Buy 540,303 65,531 65,531
07/07/2021 as above Buy 45,009 5,459 5,459
07/07/2021 as above Buy 192,545 23,353 23,353
07/07/2021 as above Buy 59,438 7,209 7,209
07/07/2021 as above Buy 191,680 23,248 23,248
07/07/2021 as above Buy 152,335 18,476 18,476
07/07/2021 as above Buy 157,018 19,044 19,044
07/07/2021 as above Buy 275,375 33,399 33,399
07/07/2021 as above Buy 262,488 31,836 31,836
07/07/2021 as above Buy 78,022 9,463 9,463
07/07/2021 as above Buy 55,044 6,676 6,676
07/07/2021 as above Buy 145,879 17,693 17,693
07/07/2021 as above Buy 686,578 83,272 83,272
08/07/2021 as above Buy 231,262 27,967 27,967
08/07/2021 as above Buy 122,507 14,815 14,815
08/07/2021 as above Buy 65,524 7,924 7,924
08/07/2021 as above Buy 220,438 26,658 26,658
08/07/2021 as above Buy 131,867 15,947 15,947
08/07/2021 as above Buy 127,931 15,471 15,471
08/07/2021 as above Buy 160,966 19,466 19,466
08/07/2021 as above Buy 49,921 6,037 6,037
08/07/2021 as above Buy 161,694 19,554 19,554
08/07/2021 as above Buy 37,806 4,572 4,572
08/07/2021 as above Buy 453,750 54,873 54,873
08/07/2021 as above Buy 143,732 23,244 23,244
08/07/2021 as above Buy 58,281 7,048 7,048
08/07/2021 as above Buy 46,233 5,591 5,591
08/07/2021 as above Buy 576,571 69,726 69,726
12/07/2021 as above Sell 757,720 -93,578 93,578
14/07/2021 as above Buy 67,550 8,319 8,319
22/07/2021 as above Sell - Transfer 3,005,180 -366,039 366,039
23/07/2021 as above Buy 84,735 10,274 10,274
23/07/2021 as above Sell 72,330 -8,810 8,810
27/07/2021 as above Sell 54,783 -6,689 6,689
27/07/2021 as above Buy 198,540 24,242 24,242
29/07/2021 as above Buy 134,870 16,508 16,508
30/07/2021 as above Buy 20,237 2,471 2,471
30/07/2021 as above Sell 112,086 - 13,736 13,736
30/07/2021 as above Buy 382,451 75,200 75,200
30/07/2021 as above Buy 230,680 45,200 45,200
02/08/2021 as above Buy 497,718 96,300 96,300
03/08/2021 as above Sell - Transfer 4,485,894 - 534,035 534,035
03/08/2021 as above Buy 414,728 79,271 79,271
05/08/2021 as above Sell - Transfer 2,854,515 - 345,165 345,165
13/08/2021 as above Buy 49,244 6,097 6,097
13/08/2021 as above Buy 353,444 43,761 43,761
16/08/2021 as above Buy 189,088 23,431 23,431
16/08/2021 as above Sell 403,710 - 50,026 50,026
17/08/2021 as above Sell 209,553 - 25,922 25,922
17/08/2021 as above Buy 387,222 47,814 47,814
19/08/2021 as above Buy - Transfer 3,227,607 417,543 417,543
25/08/2021 as above Sell 84,210 - 11,258 11,258
25/08/2021 as above Buy 174,650 23,319 23,319
31/08/2021 as above Buy 206,329 28,467 28,467
31/08/2021 as above Buy 385,454 52,915 52,915
31/08/2021 as above Buy 10,082 1,384 1,384
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Page 2 of 6

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Number of Person's Votes
Date of Change Holder of relevant interest Nature of Change Consideration Securities Affected
31/08/2021 as above Buy 64,023 8,789 8,789
01/09/2021 as above Buy 1,353,286 297,195 297,195
07/09/2021 as above Buy 91,817 12,112 12,112
07/09/2021 as above Buy 116,986 15,425 15,425
14/09/2021 as above Buy 239,566 32,955 32,955
17/09/2021 as above Buy 28,407 3,886 3,886
17/09/2021 as above Buy 61,272 8,382 8,382
17/09/2021 as above Buy 43,246 5,916 5,916
17/09/2021 as above Buy 17,332 2,371 2,371
17/09/2021 as above Buy 368,885 50,463 50,463
17/09/2021 as above Sell 52,890 - 7,172 7,172
28/09/2021 as above Sell 127,886 - 17,189 17,189
28/09/2021 as above Sell 139,849 - 18,732 18,732
30/09/2021 as above Buy 1,162,992 249,000 249,000
30/09/2021 as above Buy 318,922 42,271 42,271
30/09/2021 as above Buy 1,119,770 147,922 147,922
01/10/2021 as above Buy 286,373 61,957 61,957
01/10/2021 as above Buy 436,611 58,894 58,894
07/10/2021 as above Sell - Transfer 1,493,133 - 202,596 202,596
08/10/2021 as above Buy 30,338 4,000 4,000
08/10/2021 as above Buy 242,382 31,958 31,958
14/10/2021 as above Sell 45,874 - 6,045 6,045
21/10/2021 as above Sell 445,463 - 55,828 55,828
21/10/2021 as above Sell 800,785 - 100,359 100,359
21/10/2021 as above Sell 1,048,251 - 131,373 131,373
21/10/2021 as above Sell 498,221 - 62,440 62,440
22/10/2021 as above Sell 903,330 - 113,222 113,222
22/10/2021 as above Sell 540,999 - 67,808 67,808
22/10/2021 as above Sell 1,369,221 - 171,616 171,616
22/10/2021 as above Sell 487,369 - 61,086 61,086
26/10/2021 as above Sell 95,130 - 11,759 11,759
27/10/2021 as above Sell 105,147 - 13,126 13,126
27/10/2021 as above Sell 46,966 - 5,863 5,863
27/10/2021 as above Sell 181,600 - 22,670 22,670
27/10/2021 as above Sell 924,864 - 115,455 115,455
27/10/2021 as above Sell 83,190 - 10,385 10,385
27/10/2021 as above Sell 161,165 - 20,119 20,119
27/10/2021 as above Sell 145,897 - 18,213 18,213
27/10/2021 as above Sell 251,220 - 31,361 31,361
27/10/2021 as above Sell 77,398 - 9,662 9,662
27/10/2021 as above Sell 426,540 - 53,247 53,247
27/10/2021 as above Sell 360,757 - 45,035 45,035
27/10/2021 as above Sell 1,012,900 - 126,445 126,445
27/10/2021 as above Sell 24,865 - 3,104 3,104
27/10/2021 as above Sell 265,071 - 33,090 33,090
27/10/2021 as above Sell 453,945 - 56,668 56,668
27/10/2021 as above Sell 16,308 - 2,036 2,036
27/10/2021 as above Sell 7,281 - 909 909
27/10/2021 as above Sell 28,155 - 3,515 3,515
27/10/2021 as above Sell 143,401 - 17,903 17,903
27/10/2021 as above Sell 12,896 - 1,610 1,610
27/10/2021 as above Sell 24,991 - 3,120 3,120
27/10/2021 as above Sell 22,620 - 2,824 2,824
27/10/2021 as above Sell 38,952 - 4,863 4,863
27/10/2021 as above Sell 11,999 - 1,498 1,498
27/10/2021 as above Sell 66,138 - 8,257 8,257
27/10/2021 as above Sell 55,941 - 6,984 6,984
27/10/2021 as above Sell 157,066 - 19,609 19,609
27/10/2021 as above Sell 3,853 - 481 481
27/10/2021 as above Sell 41,099 - 5,131 5,131
27/10/2021 as above Sell 70,383 - 8,787 8,787
28/10/2021 as above Sell 54,934 - 6,871 6,871
28/10/2021 as above Sell 24,529 - 3,068 3,068
28/10/2021 as above Sell 94,869 - 11,866 11,866
28/10/2021 as above Sell 483,154 - 60,432 60,432
28/10/2021 as above Sell 43,461 - 5,436 5,436
28/10/2021 as above Sell 84,187 - 10,530 10,530
28/10/2021 as above Sell 76,216 - 9,533 9,533
28/10/2021 as above Sell 131,238 - 16,415 16,415
28/10/2021 as above Sell 40,439 - 5,058 5,058
28/10/2021 as above Sell 222,821 - 27,870 27,870
28/10/2021 as above Sell 188,458 - 23,572 23,572
28/10/2021 as above Sell 529,133 - 66,183 66,183
28/10/2021 as above Sell 12,992 - 1,625 1,625
28/10/2021 as above Sell 138,473 - 17,320 17,320
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Page 3 of 6

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Number of Person's Votes
Date of Change Holder of relevant interest Nature of Change Consideration Securities Affected
28/10/2021 as above Sell 237,140 - 29,661 29,661
28/10/2021 as above Sell 59,867 - 7,488 7,488
28/10/2021 as above Sell 26,735 - 3,344 3,344
28/10/2021 as above Sell 103,391 - 12,932 12,932
28/10/2021 as above Sell 526,583 - 65,864 65,864
28/10/2021 as above Sell 47,362 - 5,924 5,924
28/10/2021 as above Sell 91,759 - 11,477 11,477
28/10/2021 as above Sell 83,068 - 10,390 10,390
28/10/2021 as above Sell 143,031 - 17,890 17,890
28/10/2021 as above Sell 44,068 - 5,512 5,512
28/10/2021 as above Sell 242,856 - 30,376 30,376
28/10/2021 as above Sell 205,408 - 25,692 25,692
28/10/2021 as above Sell 576,719 - 72,135 72,135
28/10/2021 as above Sell 14,159 - 1,771 1,771
28/10/2021 as above Sell 150,922 - 18,877 18,877
28/10/2021 as above Sell 258,462 - 32,328 32,328
28/10/2021 as above Sell 43,352 - 5,419 5,419
28/10/2021 as above Sell 19,360 - 2,420 2,420
28/10/2021 as above Sell 74,864 - 9,358 9,358
28/10/2021 as above Sell 381,280 - 47,660 47,660
28/10/2021 as above Sell 34,296 - 4,287 4,287
28/10/2021 as above Sell 66,440 - 8,305 8,305
28/10/2021 as above Sell 60,152 - 7,519 7,519
28/10/2021 as above Sell 103,560 - 12,945 12,945
28/10/2021 as above Sell 31,912 - 3,989 3,989
28/10/2021 as above Sell 175,840 - 21,980 21,980
28/10/2021 as above Sell 148,720 - 18,590 18,590
28/10/2021 as above Sell 417,560 - 52,195 52,195
28/10/2021 as above Sell 10,248 - 1,281 1,281
28/10/2021 as above Sell 109,280 - 13,660 13,660
28/10/2021 as above Sell 187,136 - 23,392 23,392
29/10/2021 as above Sell 54,147 - 6,811 6,811
29/10/2021 as above Sell 24,192 - 3,043 3,043
29/10/2021 as above Sell 93,516 - 11,763 11,763
29/10/2021 as above Sell 476,277 - 59,909 59,909
29/10/2021 as above Sell 42,835 - 5,388 5,388
29/10/2021 as above Sell 82,998 - 10,440 10,440
29/10/2021 as above Sell 75,135 - 9,451 9,451
29/10/2021 as above Sell 129,370 - 16,273 16,273
29/10/2021 as above Sell 39,853 - 5,013 5,013
29/10/2021 as above Sell 219,659 - 27,630 27,630
29/10/2021 as above Sell 185,784 - 23,369 23,369
29/10/2021 as above Sell 521,615 - 65,612 65,612
29/10/2021 as above Sell 12,807 - 1,611 1,611
29/10/2021 as above Sell 136,502 - 17,170 17,170
29/10/2021 as above Sell 233,770 - 29,405 29,405
29/10/2021 as above Buy 1,505,970 292,888 292,888
01/11/2021 as above Sell 13,415 - 1,667 1,667
01/11/2021 as above Sell 5,987 - 744 744
01/11/2021 as above Sell 23,160 - 2,878 2,878
01/11/2021 as above Sell 117,970 - 14,660 14,660
01/11/2021 as above Sell 10,614 - 1,319 1,319
01/11/2021 as above Sell 20,552 - 2,554 2,554
01/11/2021 as above Sell 18,613 - 2,313 2,313
01/11/2021 as above Sell 32,044 - 3,982 3,982
01/11/2021 as above Sell 9,874 - 1,227 1,227
01/11/2021 as above Sell 54,406 - 6,761 6,761
01/11/2021 as above Sell 46,013 - 5,718 5,718
01/11/2021 as above Sell 129,188 - 16,054 16,054
01/11/2021 as above Sell 3,171 - 394 394
01/11/2021 as above Sell 33,814 - 4,202 4,202
01/11/2021 as above Sell 57,899 - 7,195 7,195
05/11/2021 as above Sell 25,476 - 3,062 3,062
05/11/2021 as above Sell 42,865 - 5,152 5,152
08/11/2021 as above Sell 33,527 - 4,090 4,090
10/11/2021 as above Sell 1,073,472 - 129,334 129,334
10/11/2021 as above Sell 318,836 - 38,414 38,414
10/11/2021 as above Sell 991,427 - 119,449 119,449
10/11/2021 as above Sell 50,580 - 6,094 6,094
10/11/2021 as above Sell 113,992 - 13,734 13,734
10/11/2021 as above Sell 146,055 - 17,597 17,597
10/11/2021 as above Sell 407,522 - 49,099 49,099
10/11/2021 as above Sell 177,902 - 21,434 21,434
10/11/2021 as above Sell 239,928 - 28,907 28,907
10/11/2021 as above Sell 461,405 - 55,591 55,591
----- End of picture text -----

Page 4 of 6

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Number of Person's Votes
Date of Change Holder of relevant interest Nature of Change Consideration Securities Affected
10/11/2021 as above Sell 451,827 - 54,437 54,437
10/11/2021 as above Sell 37,981 - 4,576 4,576
10/11/2021 as above Sell 257,657 - 31,043 31,043
10/11/2021 as above Sell 126,218 - 15,207 15,207
10/11/2021 as above Sell 354,559 - 42,718 42,718
10/11/2021 as above Sell 1,452,060 - 174,947 174,947
10/11/2021 as above Sell 639,396 - 121,071 121,071
10/11/2021 as above Sell 491,226 - 80,282 80,282
10/11/2021 as above Sell 441,120 - 53,147 53,147
10/11/2021 as above Sell 222,573 - 26,816 26,816
10/11/2021 as above Sell 1,252,910 - 150,953 150,953
10/11/2021 as above Sell 547,119 - 65,918 65,918
10/11/2021 as above Sell 120,342 - 14,499 14,499
10/11/2021 as above Sell 364,146 - 43,873 43,873
10/11/2021 as above Sell 1,664,026 - 200,485 200,485
10/11/2021 as above Sell 420,287 - 50,637 50,637
10/11/2021 as above Sell 182,683 - 22,010 22,010
10/11/2021 as above Sell 919,466 - 110,779 110,779
10/11/2021 as above Sell 438,697 - 52,855 52,855
10/11/2021 as above Sell 180,650 - 21,765 21,765
10/11/2021 as above Sell 1,513,331 - 182,329 182,329
15/11/2021 as above Buy 679,835 83,079 83,079
15/11/2021 as above Buy 16,194 1,979 1,979
15/11/2021 as above Buy 44,998 5,499 5,499
22/11/2021 as above Buy 69,259 8,395 8,395
22/11/2021 as above Buy 58,682 7,113 7,113
22/11/2021 as above Buy 59,582 7,222 7,222
23/11/2021 as above Buy 5,867,811 779,703 779,703
23/11/2021 as above Buy 1,857,982 246,885 246,885
23/11/2021 as above Sell 689,640 - 91,941 91,941
23/11/2021 as above Sell 1,188,878 - 158,498 158,498
23/11/2021 as above Sell 1,249,897 - 166,633 166,633
23/11/2021 as above Sell 622,035 - 82,928 82,928
24/11/2021 as above Sell 54,097 - 7,566 7,566
24/11/2021 as above Buy 29,244 4,090 4,090
24/11/2021 as above Buy 1,532,381 214,283 214,283
24/11/2021 as above Buy 484,229 67,713 67,713
24/11/2021 as above Sell 512,484 - 71,616 71,616
24/11/2021 as above Sell 932,005 - 130,241 130,241
24/11/2021 as above Sell 947,182 - 132,362 132,362
24/11/2021 as above Sell 470,729 - 65,781 65,781
25/11/2021 as above Sell 261,824 - 37,134 37,134
25/11/2021 as above Sell 516,210 - 73,213 73,213
25/11/2021 as above Sell 504,019 - 71,484 71,484
25/11/2021 as above Sell 246,165 - 34,913 34,913
30/11/2021 as above Buy 1,256,333 277,355 277,355
30/11/2021 as above Buy 111,578 15,533 15,533
06/12/2021 as above Buy 757,062 119,616 119,616
07/12/2021 as above Sell 129,137 - 19,303 19,303
07/12/2021 as above Buy 202,437 30,319 30,319
09/12/2021 as above Sell 71,000 - 10,597 10,597
15/12/2021 as above Sell 56,597 - 8,468 8,468
17/12/2021 as above Buy 28,289 4,193 4,193
20/12/2021 as above Sell 60,323 - 8,871 8,871
20/12/2021 as above Buy 3,402,142 500,779 500,779
20/12/2021 as above Buy 993,735 146,273 146,273
20/12/2021 as above Buy 542,810 79,899 79,899
13/01/2022 as above Buy 60,015 8,692 8,692
20/01/2022 as above Sell 224,473 - 31,795 31,795
25/01/2022 as above Sell 407,645 - 59,772 59,772
03/02/2022 as above Sell 85,755 - 12,519 12,519
03/02/2022 as above Sell 54,718 - 8,058 8,058
03/02/2022 as above Sell 107,494 - 15,830 15,830
03/02/2022 as above Sell 48,701 - 7,172 7,172
03/02/2022 as above Sell 83,903 - 12,356 12,356
04/02/2022 as above Sell 3,751,658 - 546,881 546,881
04/02/2022 as above Sell 1,909,941 - 278,413 278,413
04/02/2022 as above Sell 1,699,947 - 247,802 247,802
04/02/2022 as above Sell 2,928,604 - 426,904 426,904
07/02/2022 as above Sell 268,159 - 37,729 37,729
07/02/2022 as above Sell 343,520 - 48,332 48,332
07/02/2022 as above Sell 155,654 - 21,900 21,900
07/02/2022 as above Sell 174,887 - 24,606 24,606
08/02/2022 as above Sell 1,380,110 - 195,927 195,927
08/02/2022 as above Sell 625,359 - 88,779 88,779
----- End of picture text -----

Page 5 of 6

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Number of Person's Votes
Date of Change Holder of relevant interest Nature of Change Consideration Securities Affected
08/02/2022 as above Sell 702,604 - 99,745 99,745
08/02/2022 as above Sell 1,077,338 - 152,944 152,944
09/02/2022 as above Buy 215,516 32,798 32,798
09/02/2022 as above Sell 873,903 - 132,534 132,534
09/02/2022 as above Sell 395,984 - 60,054 60,054
09/02/2022 as above Sell 444,897 - 67,472 67,472
09/02/2022 as above Sell 682,181 - 103,458 103,458
10/02/2022 as above Sell 12,570 - 1,758 1,758
10/02/2022 as above Sell 6,122,782 - 892,664 892,664
10/02/2022 as above Sell 2,774,342 - 404,482 404,482
10/02/2022 as above Sell 3,117,045 - 454,446 454,446
10/02/2022 as above Sell 4,779,530 - 696,826 696,826
Total Number of Securities -5,569,458
----- End of picture text -----

Page 6 of 6

Annexure 2

This is page 1 of 4 of Annexure 2 referred to in ASIC Form 604 - change of interest holder

==> picture [119 x 46] intentionally omitted <==

Linda Matthews - Company Secretary of Challenger Limited 14/02/2022

Company Name ACN / Country of
Company Number Incorporation
Challenger Limited 106842371 Australia
255 Finance Group Pty Ltd 628853056 Australia
255 Finance Investments Pty Ltd 164516401 Australia
255 Finance Pty Ltd 168112507 Australia
255 Finance Services Pty Ltd 168107355 Australia
Alphinity Investment Management Pty Ltd 140833709 Australia
Appia Europe Limited 6490323 United Kingdom
Appia Group Limited 99865 Jersey
Ardea Investment Management Pty Ltd 132902722 Australia
Ares Australia Management Pty Limited 636490732 Australia
Assetsecure Pty. Limited 110953618 Australia
Bentham Asset Management Pty Ltd 140833674 Australia
CDPG Australia Pty Limited 124498095 Australia
CDPG Luxembourg Holdings Sarl B127717 Luxembourg
CDPG Luxembourg II S.a.r.l B127580 Luxembourg
CDPG Luxembourg Sarl B127515 Luxembourg
CDPG Malta Limited C41110 Malta
Cescade Pty Limited 096097399 Australia
Challenger Direct Pty Ltd 006475501 Australia
Challenger Diversified Property Development Pty Limited 121624833 Australia
Challenger Emerging Market Infrastructure Fund Pte. Ltd 200804361D Singapore
Challenger Emerging Market Infrastructure Fund, L.P. Cayman Islands
Challenger Financial Services Pty Limited 087464131 Australia
Challenger FM 2 Holdings Pty Limited 080036657 Australia
Challenger Funds Management (Asia) Pte Ltd 202113533D Singapore
Challenger Funds Management Holdings Pty Limited 107728030 Australia
Challenger Group Holdings Limited 002993302 Australia
Challenger Group Pty Limited 003374196 Australia
Challenger Group Services Pty. Ltd. 085657307 Australia
Challenger Holdco2 Holdings Pty Ltd 646761275 Australia
Challenger Home Loan Corporation Pty Ltd 058891302 Australia
Challenger Inventory Finance Servicing Pty Limited 107706810 Australia
Challenger Investment Partners Limited 092382842 Australia
Challenger Investment Solutions Management Pty Ltd 130035353 Australia
Challenger Japan Holdings Kabushiki Kaisha 0100-01-182399 Japan
Challenger Japan Holdings Pty Limited 617208205 Australia
Challenger Japan Kabushiki Kaisha 0100-01-182920 Unknown

Annexure 2

This is page 2 of 4 of Annexure 2 referred to in ASIC Form 604 - change of interest holder

==> picture [119 x 47] intentionally omitted <==

Linda Matthews - Company Secretary of Challenger Limited 14/02/2022

Company Name ACN / Country of
Company Number Incorporation
Challenger Kabushiki Kaisha 0100-01-182872 Unknown
Challenger LBC Terminals Holding Company Limited C41149 Malta
Challenger Life CDI Nominees Pty Ltd 055293644 Australia
Challenger Life Company Holdings Pty Ltd 006381193 Australia
Challenger Life Company Limited 072486938 Australia
Challenger Life Debt Investments (Europe) Limited 7626067 United Kingdom
Challenger Life Fund Property Investments Pty Ltd 161212693 Australia
Challenger Life Investments UK Limited 6067787 United Kingdom
Challenger Life Nominees No.2 Pty Ltd 078627013 Australia
Challenger Life Nominees No.3 Pty Limited 151482147 Australia
Challenger Life Nominees Pty Ltd 091336793 Australia
Challenger Life Subsidiary Holdings Pty Limited 099742122 Australia
Challenger Managed Investments (International) Pty Limited 120871212 Australia
Challenger Management Services (UK) Limited 6393787 United Kingdom
Challenger Margin Lending Pty Ltd 091338822 Australia
Challenger MBK Emerging Market Infrastructure Fund GP Ltd WK-209744 Cayman Islands
Challenger Mortgage Management Pty Ltd 087271109 Australia
Challenger Non-conforming Finance Pty Ltd 107725486 Australia
Challenger Originator Finance Pty Ltd 095085466 Australia
Challenger Property Asset Management Pty Ltd 077569021 Australia
Challenger Retirement and Investment Services Limited 115534453 Australia
Challenger Securitisation Management Pty Ltd 100346898 Australia
Challenger Skybridge (Group) Holding Company Pty Ltd 130888327 Australia
Challenger Skybridge (Hastings) Holding Company Pty Ltd 130888274 Australia
Challenger Special Servicing Pty Ltd 107707415 Australia
Challenger Treasury Limited 093307996 Australia
Challenger Wholesale Finance Holdings Pty Limited 087284240 Australia
Challenger Wind Holdings Pty Limited 151496061 Australia
CLS US Holdings, LLC 5302598 United States
CPHIC Investments Pty Ltd 093340526 Australia
CSPP1 Maitland Pty Ltd 122460968 Australia
CSPP1 Mavis Court Pty Ltd 122461983 Australia
Eiger Capital Pty Limited 631838607 Australia
Fidante Partners (Guernsey) Limited 40288 Guernsey
Fidante Partners AAM Holdings Pty Limited 636490189 Australia
Fidante Partners Alphinity Holdings Pty Ltd 140716016 Australia
Fidante Partners Ardea Holdings Pty Ltd 133865853 Australia
Fidante Partners Avenir Capital Holdings Pty Ltd 616504502 Australia
Fidante Partners Bentham Holdings Pty Ltd 140715573 Australia
Fidante Partners Eiger Holdings Pty Limited 631837360 Australia
Fidante Partners Europe Limited 4040660 United Kingdom
Fidante Partners FME Holdings Limited 11410594 United Kingdom

Annexure 2

This is page 3 of 4 of Annexure 2 referred to in ASIC Form 604 - change of interest holder

==> picture [119 x 47] intentionally omitted <==

Linda Matthews - Company Secretary of Challenger Limited 14/02/2022

Company Name ACN / Country of
Company Number Incorporation
Fidante Partners Holdings (Guernsey) Limited 43315 Guernsey
Fidante Partners Holdings Europe Limited 6172534 United Kingdom
Fidante Partners Holdings Pty Limited 123318650 Australia
Fidante Partners Latigo Holdings LLC 5651705 Unknown
Fidante Partners Lennox Holdings Pty Limited 616975565 Australia
Fidante Partners Limited 002835592 Australia
Fidante Partners Merlon Holdings Pty Ltd 140715662 Australia
Fidante Partners Metisq Holdings Pty Ltd 143376961 Australia
Fidante Partners Novaport Holdings Pty Ltd 140715797 Australia
Fidante Partners Ox Holdings Pty Ltd 649174087 Australia
Fidante Partners Services Limited 119605373 Australia
Fidante Partners USA LLC 81-4925448 United States
Fidante Partners Wavestone Holdings Pty Limited 133626276 Australia
Fidante Partners Whitehelm Holdings Pty Ltd 169043903 Australia
Fidante Partners Wyetree Limited 9387239 United Kingdom
Gasvalpo S.A. 96.960.800-6 Chile
Greencape Capital Pty Ltd 120328529 Australia
GV Cayman Company Limited OG-206918 Cayman Islands
GV Chile Holding Limitada 124311723611675 Chile
GV Chile Limitada 124301725311696 Chile
GV Jersey Holding Company Limited 100293 Jersey
GV Jersey Trustee Company Limited 100294 Jersey
GV Jersey Trustee Company No. 2 Limited 100367 Jersey
Howard Commercial Lending Pty Ltd 000033143 Australia
Kudu Investment Partners I, Lp 47-2497501 Unknown
Lanv Pty Ltd 147224502 Australia
Lease Collateral No.2 Pty Ltd 168112481 Australia
Lease Collateral Pty Ltd 168112472 Australia
Lease Funding Management Pty Ltd 168112490 Australia
Lennox Capital Partners Pty Limited 617001966 Australia
Maitland Nominee Holdings Pty Limited 122853114 Australia
Mawbury Pty Limited 096097479 Australia
Merlon Capital Partners Pty Ltd 140833683 Australia
MIR Libra Capital Management Ltd 236748 Cayman Islands
MyLifeMyFinance Limited 087651750 Australia

Annexure 2

This is page 4 of 4 of Annexure 2 referred to in ASIC Form 604 - change of interest holder

==> picture [119 x 47] intentionally omitted <==

Linda Matthews - Company Secretary of Challenger Limited

14/02/2022

Company Name ACN / Country of
Company Number Incorporation
Novaport Capital Pty Ltd 140833656 Australia
Oaklands Hill Pty Ltd 149814559 Australia
Oaklands Hill Wind Farm Pty Ltd 126595935 Australia
Offshore Reinsurer (Bermuda) Company Limited 51746 Bermuda
Ox Capital Management Pty Ltd 648887914 Australia
Residential Real Estate Total Return Opportunities Fund Ltd. 212456 Cayman Islands
Residential Real Estate Total Return Opportunities Master Fund L. 27263 Cayman Islands
Sabrand Limited 126677 Cyprus
The Liberty Group Consortium Pty Ltd 082564289 Australia
TLG Services Pty Limited 092500608 Australia
TLGH Pty Limited 092927467 Australia
TRE Data Centres Canberra Pty Ltd 141881227 Australia
US LLC Holdings Pty Ltd 130888292 Australia
US LLC Investments LLC 36-4811214 Unknown
Waterford County Pty Limited 122853089 Australia
Wavestone Capital Pty Limited 120179419 Australia
Welcome Break Group Limited 3147949 United Kingdom
Welcome Break Holdings (1) Limited 4099287 United Kingdom
Welcome Break Holdings (2) Limited 4379574 United Kingdom
Welcome Break Holdings Limited 3290817 Cayman Islands
Welcome Break Limited 1735476 United Kingdom
Welcome Break No.1 Limited 8331837 United Kingdom
Welcome Break No.2 Limited 8331870 United Kingdom
Welcome Break Services Limited 4099292 United Kingdom
Whitehelm Capital Pty Ltd 008636717 Australia