CAR GROUP LIMITED — Major Shareholding Notification 2018

Feb 19, 2018

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	Carsales.com.Limited (CAR)
ACN/ARSN	074 444 018
1. Details of substantial holder (1)
Name	Hyperion Asset Management Limited (Hyperion)
ACN/ARSN (if applicable)	080 135 897

The holder became a substantial holder on $16/02/2018$

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
Ordinary fully paid	12,588,847	12,588,847	5.19%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
See Annexure B

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
See Annexure A

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association

7. Addresses

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

Name	Address
Hyperion Asset Management Limited ACN 080 135 879				Level 19, 307 Queen Street, Brisbane, QLD 4000

Signature

print name	Calvin Kwok	capacity	Company Secretary
sign here		date	20/02/2018

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the $(1)$ 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 7 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.
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an $(5)$ associate has a relevant interest in.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$
• Include details of: $(7)$
• any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of $(a)$ 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 $(b)$ 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.

• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write $(8)$ "unknown".
• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was $(9)$ 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.

Annexure A - Purchases and Sales
From 28 February 2017 to 16 February 2018

CAR ASX

Person Whose Relevant Interest Changed	Jature of Change		Consideration Number of Securites
	$\frac{5}{3}$
		2,086,008.6	618,461 124,576
		133,788.2	$-8,232$
National Nominees Ltd
RBC Investor Services Pty Limited		1,692,903.7	144,713 243,633
		389,782.8	25,493 661,378
		3,960,729.8
	JP Morgan Chase Nominees Pty Ltd Citicorp Nominees Pty Limited SNP Paribas Australia Ltd BIT Mellon Pty Ltd I6-Feb-18 $16 - Feb - 18$ 16-Feb-18 I6-Feb-18 $16 - Feb - 18$ I6-Feb-18	ត្តទីខ្ព	0,965,371.6 2,078,682.2

Calvin Kwok
Company
Secretary

This is Annexure "A" of 1 page as mentioned in form 603 Notice of initial substantial holder

Date: 20 February 2018

Annexure B - Registered Holders
As At: 16 February 2018
CARLASX

1,036,311 Ordinary Full Paid 3,521,490 Ordinary Full Paid 6,340,297 Ordinary Full Paid 972,946 Ordinary Full Paid 512,162 Ordinary Full Paid 205,641 Ordinary Full Paid holdings for the persons or trusts listed beside its name. has the power to control voling and for holdings for the persons or trusts listed beside its name, has the power to control voting and holdings for the persons or trusts listed beside its name, has the power to control voting and holdings for the persons or trusts listed beside its name, has the power to control voting and holdings for the persons or trusts listed beside its name, has the power to control voting and holdings for the persons or trusts listed beside its name, has the power to control voting and Hyperion Asset Management Limited, in its capacity as Investment Manager or in its own Hyperion Asset Management Limited, in its capacity as investment Manager or in its own Hyperion Asset Management Limited, in its capacity as Investment Manager or in its own Hyperion Asset Management Limited, in its capacity as Investment Manager or in its own Hyperion Asset Management Limited, in its capacity as Investment Manager or in its own Hyperion Asset Management Limited, in its capacity as Investment Manager or in its own for the dispoal of securities for the dispoal of securities for the dispoal of securities for the dispoal of securities for the dispoal of securities the distribut of securities RBC Investor Services Pty Limited JP Morgan Chase Nominees Pty Ltd Citicorp Nominees Pty Limited BNP Paribas Australia Ltd National Nominees Ltd BNY Mellon Pty Ltd Hyperion Hyperion Hypencin Hyperion Hypernie Hyperoco	Holder ofRelevant Interest	Regaranced Holder of Security	Nature of Relevant Interest	Class and Number of Securities	Personal Votes
					6340297
					972946
					512162
					1036311
					3521490
					205641

Calvin Kwok
Company Secretary

This is Annexure "B" of 1 page as mentioned in form 603 Notice of initial substantial holder

Date: 20 February 2018