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INGENIA COMMUNITIES GROUP — Major Shareholding Notification 2020
Feb 25, 2020
65125_rns_2020-02-25_3ea522f9-6a2c-4382-b625-1b6c18363234.pdf
Major Shareholding Notification
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Corporations Act 2001
Form 603
Section 671B
Notice of initial substantial holder
To Company Name/Scheme INGENIA COMMUNITIES GROUP ACN/ARSN ACN 154 444 925
1. Details of substantial holder (1)
Name Credit Suisse Holdings (Australia) Limited (on behalf of Credit Suisse Group AG and its affiliates) ACN/ARSN (if applicable) 008 496 713 The holder became a substantial holder on 21-Feb-2020
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 | Persons' votes(5) | Voting power(6) |
| Stapled Securities | 25,779,310 | 25,779,310 | 9.52% |
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 |
| Credit Suisse Equities (Australia) Limited (ACN 068 232 708) |
Holder of securities subject to an obligation to return under a securities lendingagreement |
2,600,000 Stapled Securities |
| Credit Suisse Securities (Europe) Limited (ARBN 099554131) |
Holder of securities subject to an obligation to return under a securities lendingagreement |
16,804,865 Stapled Securities |
| Credit Suisse Securities (USA) LLC | Holder of securities subject to an obligation to return under securities lendingagreement |
6,171,036 Stapled Securities |
| Credit Suisse Funds AG | Votingrights and right to dispose | 203,409 Stapled 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 |
|---|---|---|---|
| Credit Suisse Equities (Australia) Limited (ACN 068 232 708) |
CS Fourth Nominees Pty Limited (ACN 069 126 432) |
Credit Suisse Equities (Australia) Limited |
2,600,000 Stapled Securities |
| Credit Suisse Securities (Europe) Limited (ARBN 099554131) |
CS Third Nominees Pty Limited (ACN 007 053 849) |
Credit Suisse Securities (Europe) Limited |
16,804,865 Stapled Securities |
| Credit Suisse Securities (USA)LLC |
CS Third Nominees Pty Limited(ACN 007 053 849) |
Credit Suisse Securities (USA)LLC |
6,171,036 Stapled Securities |
| Credit Suisse Funds AG | HSBC Custody Nominees (Australia) Limited (ACN 003 094 568) |
Credit Suisse Funds AG | 203,409 Stapled Securities |
5. Consideration
1
The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the 4 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 |
|---|---|
| Credit Suisse Securities (Europe) Limited (ARBN 099554131) |
Related Body Corporate |
| Credit Suisse Equities (Australia) Limited (ACN 068 232 708) |
Related Body Corporate |
| Credit Suisse Funds AG | Related BodyCorporate |
| Credit Suisse Securities (USA) LLC | Related Body Corporate |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
| Credit Suisse Holdings (Australia) Limited (ACN 008 496 713) |
Level 31, Gateway, 1 Macquarie Place, Sydney NSW 2000, Australia |
| CS Third Nominees Pty Limited (ACN 007 053 849) |
Level 31, Gateway, 1 Macquarie Place, Sydney NSW 2000, Australia |
| Credit Suisse Equities (Australia) Limited (ACN 068 232 708) |
Level 31, Gateway, 1 Macquarie Place, Sydney NSW 2000, Australia |
| Credit Suisse Fourth Nominees Pty Limited (ACN 069 126 432) |
Level 31, Gateway, 1 Macquarie Place, Sydney NSW 2000, Australia |
| Credit Suisse Securities (Europe) Limited (ARBN 099554131) |
One Cabot Square,London,E14 4QJ |
| Credit Suisse Funds AG | Uetlibergstrasse 231,Zurich,8070 Switzerland |
| Credit Suisse Securities(USA)LLC | 11 Madison Avenue,New York,NY 10010 |
Signature
| print name sign here |
Winston Loke capacity Authorised Signatory |
|---|---|
| date 26-Feb-2020 |
==> picture [72 x 24] intentionally omitted <==
2
Annexure "A"
5. Consideration
The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the 4 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 | |||
| Credit Suisse Funds AG | 31-Jan-20 | 929,579.13 AUD | 203,409 Stapled Securities |
|
| Credit Suisse Equities (Australia) Limited |
22-Oct-19 | Refer to Annexure B of Notice |
Stock returned under ASLA |
-460,000 Stapled Securities |
| Credit Suisse Equities (Australia) Limited |
29-Oct-19 | Refer to Annexure B of Notice |
Stock borrowed under ASLA |
54,117 Stapled Securities |
| Credit Suisse Equities (Australia) Limited |
31-Oct-19 | Refer to Annexure B of Notice |
Stock returned under ASLA |
-48,785 Stapled Securities |
| Credit Suisse Equities (Australia) Limited |
4-Nov-19 | Refer to Annexure B of Notice |
Stock returned under ASLA |
-5,332 Stapled Securities |
| Credit Suisse Equities (Australia) Limited |
21-Feb-20 | Refer to Annexure B of Notice |
Stock borrowed under ASLA |
2,600,000 Stapled Securities |
| Credit Suisse Securities (USA) LLC |
21-Feb-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
4,471,036 Stapled Securities |
| Credit Suisse Securities (USA) LLC |
21-Feb-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
1,700,000 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
22-Oct-19 | Refer to Annexure B of Notice |
Stock returned under OSLA |
-900,000 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
28-Oct-19 | Refer to Annexure B of Notice |
Stock returned under OSLA |
-3,000,000 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
28-Oct-19 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
3,000,000 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
30-Oct-19 | Refer to Annexure B of Notice |
Stock returned under OSLA |
-65,181 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
30-Oct-19 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
352,941 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
30-Oct-19 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
104,325 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
31-Oct-19 | Refer to Annexure B of Notice |
Stock returned under OSLA |
-104,325 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
8-Nov-19 | Refer to Annexure B of Notice |
Stock returned under OSLA |
-40,091 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
11-Nov-19 | Refer to Annexure B of Notice |
Stock returned under OSLA |
-70,144 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
12-Nov-19 | Refer to Annexure B of Notice |
Stock returned under OSLA |
-312,850 Stapled Securities |
3
| Credit Suisse Securities (Europe) Limited |
12-Nov-19 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
312,850 Stapled Securities |
|---|---|---|---|---|
| Credit Suisse Securities (Europe) Limited |
20-Nov-19 | Refer to Annexure B of Notice |
Stock returned under OSLA |
-2,864,675 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
20-Nov-19 | Refer to Annexure B of Notice |
Stock returned under OSLA |
-312,850 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
13-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
122,400 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
14-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
25,000 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
15-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
19,000 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
17-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
54,407 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
20-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
89,522 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
21-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
222,109 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
22-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
115,288 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
23-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
302,946 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
24-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
342,597 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
28-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
92,432 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
29-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
251,678 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
30-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
39,359 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
31-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
197,260 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
31-Jan-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
42,000 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
6-Feb-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
90,506 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
12-Feb-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
43,746 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
12-Feb-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
64,083 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
13-Feb-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
70,532 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
20-Feb-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
620,000 Stapled Securities |
| Credit Suisse Securities (Europe) Limited |
21-Feb-20 | Refer to Annexure B of Notice |
Stock borrowed under OSLA |
14,000,000 Stapled Securities |
4
This is Annexure "A" referred to in the Form 603 "Notice of initial substantial holder"
| Signature print name sign here |
Credit Suisse Holdings (Australia) Limited (ACN 008 496 713) Winston Loke capacity Authorised Signatory |
|---|---|
| date 26-Feb-2020 |
==> picture [72 x 24] intentionally omitted <==
5
Annexure "B"
This is Annexure "B" referred to in the Form 603 "Notice of initial substantial holder"
| Signature print name sign here |
Credit Suisse Holdings (Australia) Limited (ACN 008 496 713) Winston Loke capacity Authorised Signatory |
|---|---|
| date 26-Feb-2020 |
==> picture [72 x 24] intentionally omitted <==
6
| Prescribed information | |
|---|---|
| Schedule | |
| Type of agreement | Australian Securities Lending Agreement |
| Parties to agreement | Credit Suisse Equities (Australia) Limited and |
| State Street Bank and Trust Company | |
| Transfer date | 21-Feb-2020 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? | No |
| If yes, detail | N/A |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? | Yes |
| If yes, detail | At Will |
| Does the lender have the right to recall early? | Yes |
| If yes, detail | With 4 business days prior notice or earlier |
| upon agreement | |
| Will the securities be returned on settlement? | Yes |
| If yes, detail any exceptions | If an event of default occurs in respect of either |
| the lender or the borrower, the obligation of the | |
| borrower to deliver the securities to the lender | |
| will be netted off against the obligation of the | |
| lender to return securities or cash held by the | |
| lender as collateral. | |
7
| Prescribed information | |
|---|---|
| Schedule | |
| Type of agreement | Australian Securities Lending Agreement |
| Parties to agreement | Credit Suisse Equities (Australia) Limited and |
| Citibank NA Sydney Branch | |
| Transfer date | 4-Nov-2019 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? | Yes |
| If yes, detail | Voting rights to be exercised in accordance |
| with lender’s instructions provided such | |
| instructions are received 7 days prior. | |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? | Yes |
| If yes, detail | At Will. |
| Does the lender have the right to recall early? | Yes |
| If yes, detail | With 4 business days prior notice or earlier |
| upon agreement | |
| Will the securities be returned on settlement? | Yes |
| If yes, detail any exceptions | If an event of default occurs in respect of either |
| the lender or the borrower, the obligation of the | |
| borrower to deliver the securities to the lender | |
| will be netted off against the obligation of the | |
| lender to return securities or cash held by the | |
| lender as collateral. | |
8
| Prescribed information | |
|---|---|
| Schedule | |
| Type of agreement | Overseas Securities Lending Agreement |
| Parties to agreement | Credit Suisse Securities (USA) LLC and |
| BlackRock Institutional Trust Company | |
| Transfer date | 21-Feb-2020 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? | No |
| If yes, detail | N/A |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? | Yes |
| If yes, detail | With 4 business days prior notice, unless |
| Borrower and Lender agree to the contrary. | |
| Does the lender have the right to recall early? | Yes |
| If yes, detail | With 4 business days prior notice or earlier |
| upon agreement | |
| Will the securities be returned on settlement? | Yes |
| If yes, detail any exceptions | If an event of default occurs in respect of either |
| the lender or the borrower, the obligation of the | |
| borrower to deliver the securities to the lender | |
| will be netted off against the obligation of the | |
| lender to return securities or cash held by the | |
| lender as collateral. | |
9
| Prescribed information | |
|---|---|
| Schedule | |
| Type of agreement | Overseas Securities Lending Agreement |
| Parties to agreement | Credit Suisse Securities (USA) LLC and |
| Citibank N.A. | |
| Transfer date | 21-Feb-2020 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? | No |
| If yes, detail | N/A |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? | Yes |
| If yes, detail | At Will |
| Does the lender have the right to recall early? | Yes |
| If yes, detail | With 4 business days prior notice or earlier |
| upon agreement | |
| Will the securities be returned on settlement? | Yes |
| If yes, detail any exceptions | If an event of default occurs in respect of either |
| the lender or the borrower, the obligation of the | |
| borrower to deliver the securities to the lender | |
| will be netted off against the obligation of the | |
| lender to return securities or cash held by the | |
| lender as collateral. | |
10
| Prescribed information | |
|---|---|
| Schedule | |
| Type of agreement | Overseas Securities Lending Agreement |
| Parties to agreement | Credit Suisse Securities (Europe) Limited and |
| Bank of New York Mellon | |
| Transfer date | 13-Feb-2020 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? | No |
| If yes, detail | N/A |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? | Yes |
| If yes, detail | At Will |
| Does the lender have the right to recall early? | Yes |
| If yes, detail | With 4 business days prior notice or earlier |
| upon agreement. | |
| Will the securities be returned on settlement? | Yes |
| If yes, detail any exceptions | If an event of default occurs in respect of either |
| the lender or the borrower, the obligation of the | |
| borrower to deliver the securities to the lender | |
| will be netted off against the obligation of the | |
| lender to return securities or cash held by the | |
| lender as collateral. | |
11
| Prescribed information | |
|---|---|
| Schedule | |
| Type of agreement | Overseas Securities Lending Agreement |
| Parties to agreement | Credit Suisse Securities (Europe) Limited and |
| JPM Chase Bank | |
| Transfer date | 21-Feb-2020 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? | Yes |
| If yes, detail | Voting rights to be exercised in accordance |
| with lender’s instructions provided such | |
| instructions are received 7 days prior. | |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? | Yes |
| If yes, detail | At Will |
| Does the lender have the right to recall early? | Yes |
| If yes, detail | With 4 business days prior notice or earlier |
| upon agreement | |
| Will the securities be returned on settlement? | Yes |
| If yes, detail any exceptions | If an event of default occurs in respect of either |
| the lender or the borrower, the obligation of the | |
| borrower to deliver the securities to the lender | |
| will be netted off against the obligation of the | |
| lender to return securities or cash held by the | |
| lender as collateral. | |
12
| Prescribed information | |
|---|---|
| Schedule | |
| Type of agreement | Overseas Securities Borrowing Agreement |
| Parties to agreement | Credit Suisse Securities (Europe) Limited and |
| The Northern Trust Company | |
| Transfer date | 31-Oct-2019 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? | Yes |
| If yes, detail | Voting rights to be exercised in accordance |
| with lender’s instructions provided such | |
| instructions are received 7 days prior. | |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? | Yes |
| If yes, detail | At Will. |
| Does the lender have the right to recall early? | Yes |
| If yes, detail | With 4 business days prior notice or earlier |
| upon agreement | |
| Will the securities be returned on settlement? | Yes |
| If yes, detail any exceptions | If an event of default occurs in respect of either |
| the lender or the borrower, the obligation of the | |
| borrower to deliver the securities to the lender | |
| will be netted off against the obligation of the | |
| lender to return securities or cash held by the | |
| lender as collateral. | |
13
| Prescribed information | |
|---|---|
| Schedule | |
| Type of agreement | Overseas Securities Lending Agreement |
| Parties to agreement | Credit Suisse Securities (Europe) Limited and |
| Canadian Imperial Bank of Commerce | |
| Transfer date | 31-Jan-2020 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? | Yes |
| If yes, detail | Borrower must use best endeavours to vote in |
| accordance with the Lender’s instructions until | |
| completion of the corporate action. | |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? | Yes |
| If yes, detail | At Will. |
| Does the lender have the right to recall early? | Yes |
| If yes, detail | With 4 business days prior notice or earlier |
| upon agreement | |
| Will the securities be returned on settlement? | Yes |
| If yes, detail any exceptions | If an event of default occurs in respect of either |
| the lender or the borrower, the obligation of the | |
| borrower to deliver the securities to the lender | |
| will be netted off against the obligation of the | |
| lender to return securities or cash held by the | |
| lender as collateral. | |
14
| Prescribed information | |
|---|---|
| Schedule | |
| Type of agreement | Overseas Securities Lending Agreement |
| Parties to agreement | Credit Suisse Securities (Europe) Limited and |
| Citibank N.A. | |
| Transfer date | 20-Feb-2020 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? | Yes |
| If yes, detail | Voting rights to be exercised in accordance |
| with lender’s instructions provided such | |
| instructions are received 7 days prior. | |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? | Yes |
| If yes, detail | At Will |
| Does the lender have the right to recall early? | Yes |
| If yes, detail | With 4 business days prior notice or earlier |
| upon agreement | |
| Will the securities be returned on settlement? | Yes |
| If yes, detail any exceptions | If an event of default occurs in respect of either |
| the lender or the borrower, the obligation of the | |
| borrower to deliver the securities to the lender | |
| will be netted off against the obligation of the | |
| lender to return securities or cash held by the | |
| lender as collateral. | |
15