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CHALLENGER LIMITED — Major Shareholding Notification 2021
Oct 4, 2021
64641_rns_2021-10-04_f1153ecc-abac-4fbe-9d05-235fcd5fd458.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
5 October 2021
The Manager Company Announcements Office ASX Limited 20 Bridge Street SYDNEY NSW 2000
By electronic lodgement
Dear Sir/Madam
Re: Notice of initial substantial holder – Universal Store Holdings Limited (UNI)
We attach a notice of initial substantial holder in Universal Store Holdings 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 603 Corporations Act 2001 Section 671B
Notice of initial substantial holder
| To CompanyName/Scheme |
Universal Store Holdings Limited |
|---|---|
| ACN/ARSN | 628 836 484 |
| 1. Details of substantial holder (1) | |
| Name | Challenger Limited(and its entities listed in Annexure 2) |
| ACN/ARSN (if applicable) | 106 842 371 |
| The holder became a substantial holder on | 30/09/2021 |
2. Details of voting power
| 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 Same as persons votes |
4,327,942 | 5.91% |
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 | Holder of relevant interest | Nature of relevant interest (7) | Nature of relevant interest (7) | Class and number of securities | Class and number of securities |
|---|---|---|---|---|---|
| Challenger Limited (and its entities listed in Annexure 2) |
Ordinary Fully Paid securities purchased on market 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). |
Refer Annexure 1 | |||
| 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 | ||
| Challenger Limited (and its entities listed in Annexure 2) |
J. P. Morgan Nominees Australia Pty Limited |
J. P. Morgan Nominees Australia Pty Limited |
965,641 (Ordinary Fully Paid) |
||
| Challenger Limited (and its entities listed in Annexure 2) |
HSBC Custody Nominees (Australia) Limited |
HSBC Custody Nominees (Australia) Limited |
547,968 (Ordinary Fully Paid) |
||
| Challenger Limited (and its entities listed in Annexure 2) |
BNP Paribas Nominees Pty Limited |
BNP Paribas Nominees Pty Limited | 1,117,557 (Ordinary Fully Paid) |
||
| Challenger Limited (and its entities listed in Annexure 2) |
Citicorp Nominees Pty Limited | Citicorp Nominees Pty Limited | 1,696,776 (Ordinary Fully Paid) |
5. Consideration
| 5. Consideration | 5. Consideration | 5. Consideration | 5. Consideration | 5. Consideration |
|---|---|---|---|---|
| Holder of relevant interest Cash Non-cash Refer Annexure 2 Refer Annexure 1 Date of acquisition 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: Refer Annexure 1 Refer Annexure 1 Consideration (9) Class and number of securities |
||||
| Holder of relevant interest | Date of acquisition | Consideration (9) | Class and number of securities | |
| Cash | Non-cash | |||
| Refer Annexure 2 | Refer Annexure 1 |
Refer Annexure 1 |
Refer Annexure 1 |
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 N/A N/A 7. Addresses The addresses of persons named in this form are as follows: Name Address Challenger Limited (and its entities Level 2, 5 Martin Place, Sydney NSW 2000 listed in Annexure 2) Signature print name Linda Matthews capacity Company Secretary sign here date 05/10/2021
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 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 section s608 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 total number of votes attached to all the voting shares in the company or voting interests in thescheme (if any) that the person or an associate has a relevant interest in.
(6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
(7) Include details of:
(a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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.
(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) 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.
Annexure 1 consists of 1 page and is referred to in Form 603 signed by me and dated 05/10/2021
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Linda Matthews Company Secretary of Challenger Limited
Transactions: Company Name/Scheme: Universal Store Holdings Limited (UNI) As at: 30/09/2021 Class of security: Ordinary Fully Paid
| Date of Change | Holder of relevant interest | Nature of Change | Consideration | Number of Securities |
Person's Votes Affected |
|---|---|---|---|---|---|
| 13/07/2021 | Challenger Limited (and its entities listed in Annexure 2) |
Buy | 28,105 | 4,022 | 4,022 |
| 13/07/2021 | As above | Buy | 54,337 | 7,776 | 7,776 |
| 14/07/2021 | As above | Buy | 210,390 | 30,069 | 30,069 |
| 14/07/2021 | As above | Buy | 406,751 | 58,133 | 58,133 |
| 15/07/2021 | As above | Buy | 98,878 | 14,127 | 14,127 |
| 15/07/2021 | As above | Buy | 191,169 | 27,313 | 27,313 |
| 27/07/2021 | As above | Buy | 477,274 | 68,182 | 68,182 |
| 27/07/2021 | As above | Buy | 922,726 | 131,818 | 131,818 |
| 28/07/2021 | As above | Buy | 14,174 | 2,089 | 2,089 |
| 28/07/2021 | As above | Buy | 27,398 | 4,038 | 4,038 |
| 06/08/2021 | As above | Buy | 477,274 | 68,182 | 68,182 |
| 06/08/2021 | As above | Buy | 922,726 | 131,818 | 131,818 |
| 26/08/2021 | As above | Buy | 343,606 | 47,723 | 47,723 |
| 26/08/2021 | As above | Buy | 656,395 | 91,166 | 91,166 |
| 07/09/2021 | As above | Buy | 141,381 | 19,358 | 19,358 |
| 07/09/2021 | As above | Buy | 126,577 | 17,331 | 17,331 |
| 07/09/2021 | As above | Buy | 258,244 | 35,359 | 35,359 |
| 07/09/2021 | As above | Buy | 233,427 | 31,961 | 31,961 |
| 08/09/2021 | As above | Buy | 98,210 | 13,272 | 13,272 |
| 08/09/2021 | As above | Buy | 88,169 | 11,915 | 11,915 |
| 08/09/2021 | As above | Buy | 179,897 | 24,311 | 24,311 |
| 08/09/2021 | As above | Buy | 162,907 | 22,015 | 22,015 |
| 09/09/2021 | As above | Buy | 16,406 | 2,217 | 2,217 |
| 09/09/2021 | As above | Buy | 14,733 | 1,991 | 1,991 |
| 09/09/2021 | As above | Buy | 30,059 | 4,062 | 4,062 |
| 09/09/2021 | As above | Buy | 27,232 | 3,680 | 3,680 |
| 13/09/2021 | As above | Buy | 500,874 | 66,809 | 66,809 |
| 13/09/2021 | As above | Buy | 278,370 | 37,116 | 37,116 |
| 13/09/2021 | As above | Buy | 449,301 | 59,930 | 59,930 |
| 13/09/2021 | As above | Buy | 249,713 | 33,295 | 33,295 |
| 13/09/2021 | As above | Buy | 916,251 | 122,214 | 122,214 |
| 13/09/2021 | As above | Buy | 509,220 | 67,896 | 67,896 |
| 13/09/2021 | As above | Buy | 832,530 | 111,047 | 111,047 |
| 13/09/2021 | As above | Buy | 462,698 | 61,693 | 61,693 |
| 15/09/2021 | As above | Buy | 665,741 | 85,902 | 85,902 |
| 15/09/2021 | As above | Buy | 1,271,760 | 164,098 | 164,098 |
| 16/09/2021 | As above | Buy | 266,298 | 34,361 | 34,361 |
| 16/09/2021 | As above | Buy | 508,702 | 65,639 | 65,639 |
| 20/09/2021 | As above | Buy | 46,290 | 6,298 | 6,298 |
| 20/09/2021 | As above | Buy | 41,498 | 5,646 | 5,646 |
| 20/09/2021 | As above | Buy | 84,599 | 11,510 | 11,510 |
| 20/09/2021 | As above | Buy | 77,616 | 10,560 | 10,560 |
| 21/09/2021 | As above | Buy | 13,690 | 1,850 | 1,850 |
| 21/09/2021 | As above | Buy | 12,277 | 1,659 | 1,659 |
| 21/09/2021 | As above | Buy | 25,019 | 3,381 | 3,381 |
| 21/09/2021 | As above | Buy | 23,014 | 3,110 | 3,110 |
| 30/09/2021 | As above | Buy | 3,619,699 | 464,064 | 464,064 |
| 30/09/2021 | As above | Buy | 3,246,368 | 416,201 | 416,201 |
| 30/09/2021 | As above | Buy | 6,620,827 | 848,824 | 848,824 |
| 30/09/2021 | As above | Buy | 6,013,106 | 770,911 | 770,911 |
| Total Number of Securities | 4,327,942 |
Page 1 of 1
Annexure 2
This is page 1 of 4 of Annexure 2 referred to in ASIC Form 603 - becoming a substantial holder
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Linda Matthews - Company Secretary of Challenger Limited
05/10/2021
| 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 |
| Accurium Holdings Pty Ltd | 158242936 | Australia |
| Accurium Pty Ltd | 009492219 | 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 Holdco1 Holdings Pty Ltd | 645868659 | 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 603 - becoming a substantial holder
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Linda Matthews - Company Secretary of Challenger Limited
05/10/2021
| 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 Arete Holdings Pty Ltd | 143836373 | 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 603 - becoming a substantial holder
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Linda Matthews - Company Secretary of Challenger Limited
05/10/2021
| 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 Kapstream Holdings Pty Limited | 123319460 | 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 R&M Holdings Pty Limited | 152375436 | Australia |
| Fidante Partners Services Limited | 119605373 | Australia |
| Fidante Partners Tempo Holdings Pty Ltd | 167321262 | 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 |
| Metisq Capital Holdings Pty Ltd | 158011351 | Australia |
| Metisq Capital Pty Ltd | 104642613 | 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 603 - becoming a substantial holder
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Linda Matthews - Company Secretary of Challenger Limited
05/10/2021
| 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.P27263 | 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 |