CAR GROUP LIMITED — Major Shareholding Notification 2019

Apr 10, 2019

603 page 1/3 15 July 2001

			Form603
			Corporations Act 2001
			Section 671B
		Notice of initial substantial
			holder
			CARSALES.COM LIMITED
To Company Name/Scheme
			074 444 018
ACN/ARSN
1. Details of substantial holder (1)			YARRA FUNDS MANAGEMENT LIMITED ACN 005 885 567 (YFM); YARRA CAPITAL
Name			MANAGEMENT HOLDINGS PTY LTD ACN 614 782 795 (YCMH); YARRA MANAGEMENT
			NOMINEES PTY LTD ACN 616 681 068 (YMN); AA AUSTRALIA FINCO PTY LTD ACN 614
			781 172 (FINCO); TA SP AUSTRALIA TOPCO PTY LTD ACN 612 486 452 (TOPCO); TA
			UNIVERSAL INVESTMENT HOLDINGS LTD (UNIVERSAL)
ACN/ARSN (if applicable)			See above
The holder became a substantial holder on 09/04/2019
	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 Shares	12,367,453 12,367,453		5.0718%

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:

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Holder of relevant interest Nature of relevant interest (7) Class and number of securities
YCMH Relevant interest pursuant to s608(3)(b) of the Corporations Ordinary Fully Paid Shares /
Act ( CA ), being a relevant interest held through a body 12,367,453
corporate (YFM) that YCMH controls
YFM Relevant interest pursuant to s608(1) of the CA, being the Ordinary Fully Paid Shares /
power to exercise or control the exercise of a right to vote 12,367,453
attached to the securities and/or the power to dispose of
securities as investment manager of trustee.
YMN Relevant interest pursuant to s608(3)(a) of the CA, being a Ordinary Fully Paid Shares /
relevant interest held through a body corporate (YCMH) in 12,367,453
which YMN's voting power is more than 20%
FINCO Relevant interest pursuant to s608(3)(a) of the CA, being a Ordinary Fully Paid Shares /
relevant interest held through a body corporate (YCMH) in 12,367,453
which FINCO's voting power is more than 20%
TOPCO Relevant interest pursuant to s608(3)(b) of the CA, being a Ordinary Fully Paid Shares /
relevant interest held through a body corporate (FINCO) that 12,367,453
TOPCO controls
UNIVERSAL Relevant interest pursuant to s608(3)(b) of the CA, being a Ordinary Fully Paid Shares /
relevant interest held through a body corporate (TOPCO) that 12,367,453
UNIVERSAL controls
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603 page 2/3 15 July 2001

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph3 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	Person entitled to be registered as holder (8) Class and number of securities
All substantial holders named in 1 above	HSBC Custody Nominees (Australia) Limited	YFM as the responsible entity for a range of managed investment schemes Ordinary Fully Paid Shares / 1,283,914
All substantial holders named in 1 above	BNP Paribas Securities Services; Citigroup Pty Limited; HSBC Bank Australia Limited; Invia Custodian Pty Limited; JPMorgan Chase Bank NA; National Australia Bank Asset Servicing; National Nominees Limited; Northern Trust Company; State Street Australia Limited	Various Clients of YFM	Ordinary Fully Paid Shares / 11,083,539

5. Consideration

The consideration paid for each relevant interest referred to in paragraph3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holderof relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
All substantial holders names in 1 above	10 December 2018 to 9 April 2019	$ 39,722,850.44	-	3,292,599 ordinary fully paid shares
		-	926,416 securities received via inspecie transfer	926,416 ordinary fully paid shares

6. Associates

The reasons the persons named in paragraph3 above are associates of the substantial holder are as follows:

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

N/A

7. Addresses

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

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Name Address
YCMH LEVEL 19, 101 COLLINS STREET, MELBOURNE VICTORIA 3000
YFM LEVEL 19, 101 COLLINS STREET, MELBOURNE VICTORIA 3000
YMN LEVEL 19, 101 COLLINS STREET, MELBOURNE VICTORIA 3000
FINCO 58 GIPPS STREET, COLLINGWOOD VICTORIA 3066
TOPCO 58 GIPPS STREET, COLLINGWOOD VICTORIA 3066
UNIVERSAL 3RD FLOOR, DEVONSHIRE HOUSE 1 MAYFAIR PLACE, LONDON W1J 8AJ, UNITED KINGDOM
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Signature

print name Garvin Louie

capacity COMPANY SECRETARY OF YFM

sign here

date 11 / 4 / 2019

603 page 3/3 15 July 2001