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INGHAMS GROUP LIMITED — Major Shareholding Notification 2021
Jul 22, 2021
65128_rns_2021-07-22_e87fe541-dab4-4941-b98d-8f916b71499f.pdf
Major Shareholding Notification
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Form 604
Corporations Law Section 671B Notice of change of interests of substantial holder
To: Company Name/Scheme INGHAMS GROUP LIMITED
ACN/ARSN 162 709 506
1. Details of substantial holder
Name UBS Group AG and its related bodies corporate
ACN/ARSN (if applicable):
There was a change in the interests of the substantial holder on 21 July 2021 The previous notice was given to the company on 21 July 2021
2. Previous and present 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 when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:
| Class of securities (4) |
Previous Notice | Previous Notice | Present Notice | Present Notice |
|---|---|---|---|---|
| Person’s Votes | Voting Power (5) | Person’s Votes | Voting Power (5) | |
| Ordinary | 30,714,953 | 8.26% | 24,610,157 | 6.62% |
3. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
| Date of change |
Person whose relevant interest changed |
Nature of Change (6) | Consideration given in relation to change (7) |
Class and Number of securities affected |
Person’s votes affected |
|---|---|---|---|---|---|
| Please see Appendix B. |
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered holder (8) |
Nature of relevant interest (6) |
Class and number of securities |
Person’s votes |
|---|---|---|---|---|---|
| UBS Asset Management (Australia) Ltd |
Various Custodians |
UBS Asset Management (Australia) Ltd |
Fund Manager with power to exercise control over voting shares |
1,427,361 Ordinary |
1,427,361 |
| UBS Asset Management (UK) Limited |
Various Custodians |
UBS Asset Management (UK) Limited |
Fund Manager with power to exercise control over voting shares |
104,883 Ordinary |
104,883 |
| UBS Asset Management Switzerland AG |
Various Custodians |
UBS Asset Management Switzerland AG |
Fund Manager with power to exercise control over voting shares |
12,316 Ordinary |
12,316 |
|---|---|---|---|---|---|
| UBS Fund Management (Luxembourg) S.A. |
Various Custodians |
UBS Fund Management (Luxembourg) S.A. |
Fund Manager with power to exercise control over voting shares |
21,582 Ordinary |
21,582 |
| UBS Fund Management (Switzerland) AG |
Various Custodians |
UBS Fund Management (Switzerland) AG |
Fund Manager with power to exercise control over voting shares |
359,294 Ordinary |
359,294 |
| UBS AG London Branch |
Various Custodians |
UBS AG London Branch |
Beneficial Owner | 10,267 Ordinary |
10,267 |
| Power to control disposal over shares pursuant to stock borrowing and lending activities |
9,748,320 Ordinary |
9,748,320 | |||
| Citicorp Nominees Pty Ltd |
UBS AG London Branch |
Prime Broker that has exercised its borrowing right in respect of shares pursuant to a Prime Broking Agreement |
52,139 Ordinary |
52,139 | |
| UBS Securities Australia Ltd |
Brispot Nominees Pty Ltd |
UBS Securities Australia Ltd |
Beneficial Owner | 1,580,968 Ordinary |
1,580,968 |
| Warbont Nominees Pty Ltd |
UBS Securities Australia Ltd |
Power to control disposal over shares pursuant to stock borrowing and lending activities |
10,628,789 Ordinary |
10,628,789 | |
| UBS AG Australia Branch |
UBS Nominees Pty Ltd |
UBS AG Australia Branch |
Prime Broker that has exercised its borrowing right in respect of shares pursuant to a Prime Broking Agreement |
664,238 Ordinary |
664,238 |
5. Changes in association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
| Name and ACN/ ARSN (if applicable) | Nature of association N/A |
|---|---|
| N/A |
6. Addresses
The addresses of persons named in this form are as follows:
| Name and ACN/ ARSN (if applicable) | Nature of association |
|---|---|
| UBS Asset Management (Australia) Ltd | Level 16, Chifley Tower, 2 Chifley Square, Sydney, Australia |
| UBS Asset Management (UK) Limited | 5 Broadgate, London, United Kingdom |
| UBS Asset Management Switzerland AG | Bahnhofstrasse 45, Zürich, Switzerland |
| UBS Fund Management (Luxembourg) S.A. | 33A avenue J.F. Kennedy, Luxembourg |
| UBS Fund Management (Switzerland) AG | Aeschenplatz 6, Basel, Switzerland |
| UBS AG London Branch | 5 Broadgate, London, United Kingdom |
| UBS Securities Australia Ltd | Level 16, Chifley Tower, 2 Chifley Square, Sydney, Australia |
| Brispot Nominees Pty Ltd | Level 16, Chifley Tower, 2 Chifley Square, Sydney, Australia |
| Warbont Nominees Pty Ltd | Level 16, Chifley Tower, 2 Chifley Square, Sydney, Australia |
UBS AG Australia Branch Level 16, Chifley Tower, 2 Chifley Square, Sydney, Australia UBS Nominees Pty Ltd Level 16, Chifley Tower, 2 Chifley Square, Sydney, Australia
SIGNATURE
Print Name: Andrew Costley Capacity: Authorised signatory Sign Here: Date: 23 July 2021 Print Name: Joanne Chan Capacity: Authorised signatory Sign Here: Date: 23 July 2021
Contact details for this notice:
-------------------------------------------------------------Andrew Costley Group Compliance, Regulatory & Governance (T) +852 3712 3707
---------------------------------------------------------
Appendix A
| Holder of relevant interest | UBS AG, London Branch | UBS AG, London Branch | UBS Securities Australia Ltd |
|---|---|---|---|
| Type of agreement | Securities Lending Agreement | Prime Brokerage Agreement | Securities Lending Agreement |
| Parties to agreement | (i) UBS AG, London Branch (“UBS AG “)/ UBS Limited (ii) Client (Please refer to Appendix A-1.) |
(i) UBS AG, London Branch (“UBS AG”) (ii) Client (Please refer to Appendix A-1.) |
(i) UBS AG, Australia Branch (“UBS AG”)/ UBS Securities Australia Limited (ii) Client (Please refer to Appendix A-1.) |
| Transfer date | Please refer to Appendix A-1. | Please refer to Appendix A-1. | Please refer to Appendix A-1. |
| Holder of voting rights | UBS AG/ UBS Limited | UBS AG | UBS AG/ UBS Securities Australia Limited |
| Are there any restrictions on voting rights? |
Please refer to the details below. | No. | Please refer to the details below. |
| If yes, detail | Since all right and title in the securities passes to the transferee (i.e. UBS AG/ UBS Limited), the transferee has the right to vote. However, in certain circumstances, the transferee may seek to arrange for voting rights to be exercised in accordance with the instructions of the transferor (i.e. Client). |
N/A | Since all right and title in the securities passes to the transferee (i.e. UBS AG/ UBS Securities Australia Limited), the transferee has the right to vote. However, in certain circumstances, the transferee may seek to arrange for voting rights to be exercised in accordance with the instructions of the transferor (i.e. Client). |
| Scheduled return date (if any) | None. | None. | None, subject to the terms of the relevant loan. |
| Does the borrower have the right to return early? |
Yes. | Yes. | Yes. |
| If yes, detail | The borrower (i.e. UBS AG/ UBS Limited) has the right to return at its discretion subject to the terms of the relevant loan. |
The borrower (i.e. UBS AG) has the right to return at its discretion. |
The borrower (i.e. UBS AG/ UBS Securities Australia Limited) has the right to return at its discretion. |
| Does the lender have the right to recall early? |
Yes. | Yes. | Yes. |
| If yes, detail | The lender (i.e. Client) can recall at its request subject to compliance with margin requirements and the terms of the relevant loan. |
The lender (i.e. Client) can recall at its request subject to compliance with margin requirements and the terms of the relevant loan. |
The lender (i.e. Client) can recall at its request subject to compliance with margin requirements and the terms of the relevant loan. |
| Will the securities be returned on settlement? |
Yes. | Yes. | Yes. |
| If yes, detail any exceptions | None. | None. | None. |
The information in this appendix is based on the relevant standard UBS agreement. A copy of the agreement is available to the company, or responsible entity to whom the prescribed form must be given, or to ASIC, upon request.
Appendix A
| Holder of relevant interest | UBS Securities LLC | UBS AG, Australia Branch |
|---|---|---|
| Type of agreement | Securities Lending Agreement | Prime Brokerage Agreement |
| Parties to agreement | (i) UBS Securities LLC (“UBS Sec LLC”) (ii) Client (Please refer to Appendix A-1.) |
(i) UBS AG, Australia Branch (“UBS AG”) (ii) Client (Please refer to Appendix A-1.) |
| Transfer date | Please refer to Appendix A-1. | Please refer to Appendix A-1. |
| Holder of voting rights | UBS Sec LLC | UBS AG |
| Are there any restrictions on voting rights? |
No. | Please refer to the details below. |
| If yes, detail | N/A | Since all right and title in the securities passes to the transferee (i.e. UBS AG), the transferee has the right to vote. However, in certain circumstances, the transferee may seek to arrange for voting rights to be exercised in accordance with the instructions of the transferor (i.e. Client). |
| Scheduled return date (if any) | None unless agreed to by the parties. |
None, subject to the terms of the relevant loan. |
| Does the borrower have the right to return early? |
Yes. Either party can terminate the loan upon notice unless otherwise agreed. |
Yes. |
| If yes, detail | The borrower (i.e. UBS Sec LLC) has the right to return at its discretion. |
The borrower (i.e. UBS AG) has the right to return at its discretion. |
| Does the lender have the right to recall early? |
Yes. Either party can terminate the loan upon notice unless otherwise agreed. |
Yes. |
| If yes, detail | The lender has the right to return at its discretion. |
The lender (i.e. Client) can recall at its request subject to compliance with margin requirements and the terms of the relevant loan. |
| Will the securities be returned on settlement? |
Yes (equivalent securities). | Yes. |
| If yes, detail any exceptions | None. | None. |
The information in this appendix is based on the relevant standard UBS agreement. A copy of the agreement is available to the company, or responsible entity to whom the prescribed form must be given, or to ASIC, upon request.
Appendix A-1
Securities Lending Agreement - UBS AG, London Branch
| Parties to agreement | Transfer date |
|---|---|
| The Northern Trust Company as an agent acting on behalf of its clients | (i) 22 March 2019 (ii) 16 July 2021 (iii) 20 July 2021 |
| The Bank of New York Mellon as an agent acting on behalf of its clients | (i) 15 June 2020 (ii) 29 July 2020 (iii) 16 July 2021 |
| Blackrock ITC BGE as an agent acting on behalf of its clients | (i) 8 October 2020 (ii) 19 July 2021 |
| Citibank NA as an agent acting on behalf of its clients | (i) 10 June 2021 |
| Brown Brothers Harriman & Co as an agent acting on behalf of its clients | (i) 19 July 2021 |
| Brown Brothers Harriman & Company | (i) 19 July 2021 |
Prime Brokerage Agreement - UBS AG, London Branch
| Parties to agreement | Transfer date |
|---|---|
| Arrowstreet Capital ESG Global Equity Long/Short Fund Limited | (i) 13 July 2021 |
| Connor, Clark & Lunn Q Market Neutral Fund | (i) 13 July 2021 |
| Connor, Clark & Lunn Multi-Strategy Fund | (i) 13 July 2021 |
| CC&L Q US Equity Extension Fund | (i) 13 July 2021 |
Securities Lending Agreement - UBS AG, Australia Branch/ UBS Securities Australia Limited
| Parties to agreement | Transfer date |
|---|---|
| Citibank NA as an agent acting on behalf of its clients | (i) 3 June 2019 (ii) 1 October 2020 (iii) 18 February 2021 (iv) 19 February 2021 |
| Macquarie Bank Ltd | (i) 13 May 2021 |
Securities Lending Agreement - UBS Securities LLC
| Parties to agreement | Transfer date |
|---|---|
| The Bank of New York Mellon as an agent acting on behalf of its clients | (i) 31 July 2020 (ii) 2 October 2020 (iii) 9 March 2021 (iv) 19 July 2021 |
| State Street Bank & Trust Company as an agent acting on behalf of its clients | (i) 28 January 2021 |
Appendix A-1
Prime Brokerage Agreement - UBS AG, Australia Branch
| Parties to agreement | Transfer date |
|---|---|
| Colonial First State Investment Limited as Responsible Entity for the Commonwealth Specialist Fund 20 |
(i) 19 March 2021 |
| BlackRock Investment Management (Australia) Limited as responsible entity for Blackrock Australian Equity Market Neutral Fund |
(i) 22 April 2021 (ii) 23 April 2021 (iii) 26 April 2021 (iv) 5 May 2021 (v) 24 June 2021 |
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ING- Appendix B
Date of Person whose relevant interest Nature of Change Consideration given in Number of Class
change changed relation to change securities
20-Jul-21 UBS Securities Australia Ltd Sell 389 (101) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 54 (14) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 216 (56) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 12 (3) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 42 (11) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 200 (52) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 27 (7) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 8 (2) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 27 (7) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 204 (53) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 366 (95) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 12 (3) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 358 (93) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 42 (11) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 181 (47) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 216 (56) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 62 (16) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 81 (21) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 158 (41) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 73 (19) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 196 (51) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 73 (19) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 146 (38) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 135 (35) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 46 (12) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 135 (35) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 354 (92) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 142 (37) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 77 (20) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 19 (5) Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 372,660 96,825 Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 289,582 (75,310) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 134,401 (35,013) Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 61,780 16,068 Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 61,408 (15,922) Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 650,762 169,205 Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 650,116 (168,892) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 5,805 (1,500) Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 6,948 1,800 Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 55,552 14,389 Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 49,469 (12,852) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 115,571 (30,052) Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 52,363 13,623 Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 11,896 3,095 Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 270,170 70,289 Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 15 (4) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 8 (2) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 19 (5) Ordinary
20-Jul-21 UBS Securities Australia Ltd Sell 19,074 (4,967) Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 4 1 Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 12 3 Ordinary
20-Jul-21 UBS Securities Australia Ltd Buy 38 10 Ordinary
20-Jul-21 UBS Securities Australia Ltd Stock returned N/A (26,748) Ordinary
20-Jul-21 UBS AG London Branch Stock borrowed N/A 400,000 Ordinary
21-Jul-21 UBS Securities Australia Ltd Sell 261,362 (67,183) Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 188,758 48,600 Ordinary
21-Jul-21 UBS Securities Australia Ltd Sell 39,888 (10,278) Ordinary
21-Jul-21 UBS Securities Australia Ltd Sell 23,780 (6,110) Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 56,331 14,426 Ordinary
21-Jul-21 UBS Securities Australia Ltd Sell 486,377 (125,052) Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 468,528 120,562 Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 1,540 400 Ordinary
21-Jul-21 UBS Securities Australia Ltd Sell 189,838 (48,764) Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 3,255 839 Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 21,783 5,585 Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 971 249 Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 4,431 1,136 Ordinary
21-Jul-21 UBS Securities Australia Ltd Sell 19 (5) Ordinary
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21-Jul-21 UBS Securities Australia Ltd Buy 8 2 Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 19 5 Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 4 1 Ordinary
21-Jul-21 UBS Securities Australia Ltd Buy 51,398 13,247 Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (122,622) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (280,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (384,253) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (581,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (385,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (522,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (36,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (478,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (408,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (543,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (886,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (400,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (9,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (10,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (153,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (73,252) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (59,571) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (307,000) Ordinary
21-Jul-21 UBS Securities Australia Ltd Stock returned N/A (427,747) Ordinary
21-Jul-21 UBS AG London Branch Stock returned N/A (400,000) Ordinary
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