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FLETCHER BUILDING LIMITED Major Shareholding Notification 2022

Nov 9, 2022

64902_rns_2022-11-09_23245089-45b7-4623-9b64-038b31168193.pdf

Major Shareholding Notification

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Disclosure of movement of 1% or more in substantial holding or change in nature of relevant interest, or both

Sections 277 and 278, Financial Markets Conduct Act 2013

Note: This form must be completed in accordance with the instructions at the end of the form.

To New Zealand Stock Exchange

and

To Fletcher Building Ltd

Relevant event being disclosed: Movement of 1% or more in the substantial holding

Date of relevant event: 9 November 2022

Date this disclosure made: 10 November 2022

Date last disclosure made: 19 September 2022

Substantial product holder(s) giving disclosure

Full name(s): Allan Gray Australia Pty Ltd (Allan Gray Australia) and its related bodies corporate as set out in Table 1 of Annexure A (together Allan Gray Group), as investment manager for the funds or investment mandates listed at Table 2 of Annexure A.

Summary of substantial holding

Class of quoted voting products: Ordinary shares

Summary for Allan Gray Group

For this disclosure,—

  • (a) total number held in class: 57,495,979

  • (b) total in class: 783,043,596

  • (c) total percentage held in class: 7.343%

For last disclosure,—

  • (a) total number held in class: 49,063,799

  • (b) total in class: 783,043,596

  • (c) total percentage held in class: 6.266%

Details of transactions and events giving rise to relevant event

Details of the transactions or other events requiring disclosure: See Annexure B

Details after relevant event

Details for Allan Gray Australia Pty Ltd (Allan Gray Australia) and its related bodies corporate as set out in Table 1 of Annexure A (together Allan Gray Group), as investment manager for the funds or investment mandates listed at Table 2 of Annexure A.

Nature of relevant interest(s): As investment manager for the funds or investment mandates listed at Table 2 of Annexure A that hold Fletcher Building Ltd. shares as set out in Annexure B.

For that relevant interest,—

  • (a) number held in class: 57,495,979

  • (b) percentage held in class: 7.343%

  • (c) current registered holder(s): See Annexure B

  • (d) registered holder(s) once transfers are registered: See Annexure B

Additional information

Address(es) of substantial product holder(s): C/- Allan Gray Australia, Level 2 Challis House, 4 Martin Place Sydney, NSW 2000, Australia

Contact details: Elizabeth Lee, Company Secretary, Telephone +61 2 8224 8632, Email: [email protected]

Nature of connection between substantial product holders: Related bodies corporate, as set out in Table 1 of Annexure A

Name of any other person believed to have given, or believed to be required to give, a disclosure under the Financial Markets Conduct Act 2013 in relation to the financial products to which this disclosure relates: N/A

Certification

I, Elizabeth Lee, Company Secretary, Allan Gray Australia certify that, to the best of my knowledge and belief, the information contained in this disclosure is correct and that I am duly authorised to make this disclosure by all persons for whom it is made.

ANNEXURE A OF 1 PAGE REFERRED TO IN THE ABOVE FORM

Fletcher Building Ltd

Table 1 – Related bodies corporate

The following entities are associates of Allan Gray Australia Pty Ltd (AGA) and each other by virtue of being related bodies corporate.

Orbis Allan Gray Limited Orbis Holdings Limited Orbis Investment Management Limited (OIML) Orbis Asset Management Limited (OAML) Orbis Administration Limited Orbis Investment Research Limited Orbis Investment Management (MIS) Limited Triple Blue Holdings Limited Pictet Overseas Trust Corporation and Pictet Trustee Company SA Allan & Gill Gray Foundation (Guernsey)

Orbis Mansfield Street Properties Ltd Orbis Investment Management (BVI) Limited (OIMLBVI) Orbis Investment Advisory Pty Limited Allan Gray (Holdings) Pty Ltd Orbis Investment Management (Hong Kong) Limited Orbis Client Services (Canada) Limited Orbis Holdings (UK) Limited Orbis Investment Management (Europe) LLP Orbis Investment Management (Luxembourg) S.A EmCap Limited (Guernsey) (EMCAP)

Table 2 - Funds

An entity within the Group acts as investment manager for some or all of the assets in the following funds.

No Fund name Registered holder / Persons entitled to be registered holder
1. Allan GrayAustralia EquityFund Citibank N.A.,SydneyBranch
2. Allan GrayAustralia Balanced Fund Citibank N.A.,SydneyBranch
3. Allan GrayAustralia Stable Fund Citibank N.A.,SydneyBranch
4. AMP Capital Specialist Australian Share Fund BNP Paribas Fund Services Australasia PtyLtd
5. Morningstar Australian Shares High Alpha Fund JP Morgan Chase Bank
6. Construction and Building Unions
Superannuation Fund
JP Morgan Chase Bank
7. HESTA Superannuation Fund JP Morgan Chase Bank
8. Hostplus Pooled Superannuation Trust Citibank N.A.,SydneyBranch
9. Russell Investments Australian Opportunities
Fund
State Street Australia Ltd
10. MyLifeMyMoneySuperannuation Fund National Custodian Services
11. Non-Government Schools Superannuation Fund State Street Australia Ltd
12. REST Superannuation Fund State Street Australia Ltd
13. Government Employees Superannuation Board Northern Trust Corporation
14. Orbis Global EquityFund(Australia Registered) Citibank N.A.,SydneyBranch
15. Orbis Emerging Markets Equity Fund (Australia
Registered)
Citibank N.A., Sydney Branch
16. Orbis Global Equity LE Fund (Australia
Registered)
Citibank N.A., Sydney Branch
17. Orbis Global Balanced Fund (Australia
Registered)
Citibank N.A., Sydney Branch
18. Orbis Global EquityFund Limited Citibank N.A.,SydneyBranch
19. Orbis Optimal SA Fund Limited Citibank N.A.,SydneyBranch
20. Institutional Global EquityFund Citibank N.A.,SydneyBranch
21. Orbis Optimal LP Citibank N.A.,SydneyBranch
22. Orbis International EquityLP Citibank N.A.,SydneyBranch
23. Orbis Institutional Global EquityLP Citibank N.A.,SydneyBranch
24. Orbis Institutional International EquityLP Citibank N.A.,SydneyBranch
25. Orbis Institutional U.S. EquityLP Citibank N.A.,SydneyBranch
26. Orbis Institutional EmergingMarkets EquityLP Citibank N.A.,SydneyBranch
27. Orbis SICAV – Global EquityFund Citibank N.A.,SydneyBranch
28. Orbis SICAV – EmergingMarkets Fund Citibank N.A.,SydneyBranch
29. Orbis SICAV – Global Balanced Fund Citibank N.A.,SydneyBranch
30. Orbis SICAV – International Equity Citibank N.A.,SydneyBranch
31. Orbis OEIC Global EquityFund Citibank N.A.,SydneyBranch
32. Orbis Institutional Global Equity (OFO) Citibank N.A.,SydneyBranch
33. OEIC Global Balanced Fund Citibank N.A.,SydneyBranch
34. OEIC Global Cautious Fund Citibank N.A.,SydneyBranch
35. Orbis SICAV Global Cautious Fund Citibank N.A.,SydneyBranch

ANNEXURE B OF 1 PAGE REFERRED TO IN THE ABOVE FORM

Fletcher Building Ltd

Table 3 - Trades giving rise to a change in relevant interest

Ordinary Shares
**Date of change ** Person whose relevant
interest changed
Nature of
**change **
Number of
securities
Consideration Currency
17 Sep 2022 to 9
Nov 2022
AGA and its associates
listed in Table 1
Buys 8,432,180 38,465,953 AUD

All trades occur on market, via in-specie, under a dividend reinvestment plan, or pursuant to a capital raising (as applicable).

Table 4 – current registered holder(s)

Ordinary Shares
Holder of relevant
interest
Registered holder of securities / Person entitled to
be registered as holder
Number of securities held
AGA and its associates listed
in Table 1
BNP Paribas Fund Services Australasia PtyLtd 3,717,740
AGA and its associates listed
in Table 1
Citibank N.A.,SydneyBranch 25,765,808
AGA and its associates listed
in Table 1
JP Morgan Chase Bank 10,623,844
AGA and its associates listed
in Table 1
National Custodian Services 5,660,880
AGA and its associates listed
in Table 1
Northern Trust Corporation 3,020,689
AGA and its associates listed
in Table 1
State Street Australia Ltd 8,707,018
Total 57,495,979

An entity within the Group acts as investment manager for the funds set out in Table 2 and the above registered holders hold all or some of the assets within those funds.