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LENDLEASE GROUP Major Shareholding Notification 2023

Nov 5, 2023

65243_rns_2023-11-05_ffb63d4c-d1d2-4ce8-a422-47fe6c0928fa.pdf

Major Shareholding Notification

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Form 603 Corporations Act Section 671B

Notice of initial substantial shareholder

  • To: Lendlease Group (“LLC”, Ordinary Fully Paid)

1. Details of substantial shareholder

Citigroup Global Markets Australia Pty Limited (ACN 003 114 832) and each of the related bodies corporate in the Citigroup group of companies worldwide (for more details please visit www.citigroup.com).

The holder became a substantial holder on 2 November 2023.

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 had a relevant interest in on the date the substantial holder became a substantial holder are as follows:

Class of securities Number of securities Person’s vote Voting Power
Ordinary Fully Paid 35,327,582 35,327,582 5.1227%

3. Details of relevant interests

Holder of relevant
interest
Nature of relevant interest Class and number of
securities
Citigroup Global
Markets Limited
Citigroup Global Markets Limited holds a
relevant interest in these shares pursuant to
contracts entered into in the ordinary course of
business on a stock market of a stock
exchange, containing no terms and conditions
other than standard terms and conditions.
17,766,043
Ordinary Fully Paid
Citibank, N.A. Sydney
Branch
Citibank, N.A. Sydney Branch holds a relevant
interest in these shares acting as Agent Lender
and as the holder of securities subject to an
obligation to return under a securities lending
agreement.
17,039,985
Ordinary Fully Paid
Citibank, N.A Citibank, N.A. holds a relevant interest in these
shares pursuant to contracts entered into in the
ordinary course of business on a stock market
of a stock exchange, containing no terms and
conditions other than standard terms and
conditions
1,677
Ordinary Fully Paid
Citigroup Global
Markets Australia Pty
Limited
Citigroup Global Markets Australia Pty Limited
holds a relevant interest in these shares
pursuant to contracts entered into in the
ordinary course of business on a stock market
of a stock exchange, containing no terms and
conditions other than standard terms and
conditions.
519,877
Ordinary Fully Paid

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

follows:
Holder of relevant interest Registered holder of
securities
Class and number of
securities
Citigroup Global Markets
Limited
Citigroup Global Markets
Limited
17,766,043
OrdinaryFullyPaid
Citibank, N.A. Sydney Branch Citibank, N.A. Sydney Branch 17,039,985
OrdinaryFullyPaid
Citibank, N.A. Citibank, N.A. 1,677
OrdinaryFullyPaid
Citigroup Global Markets
Australia PtyLimited
Citicorp Nominees Pty Limited 519,877
OrdinaryFullyPaid

5. Consideration

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:

holder is as follows:
Holder of relevant interest Date of
acquisition
Consideration Class and number of
securities
Citigroup Global Markets
Limited
Various Various 17,766,043
Ordinary Fully Paid
Citibank, N.A. Sydney
Branch
Various Various
(Refer
Annexure A)
17,039,985
Ordinary Fully Paid
Citibank, N.A. Various Various 1,677
Ordinary Fully Paid
Citigroup Global Markets
Australia Pty Limited
Various Various 519,877
Ordinary Fully Paid

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

Citigroup Global Markets Limited Each of the related bodies corporate in the
Citigroup group of companies worldwide (for
more details please visitwww.citigroup.com).
Citibank, N.A. Sydney Branch Each of the related bodies corporate in the
Citigroup group of companies worldwide (for
more detailsplease visitwww.citigroup.com).
Citibank, N.A. Each of the related bodies corporate in the
Citigroup group of companies worldwide (for
more detailsplease visitwww.citigroup.com).
Citigroup Global Markets Australia Pty Limited Each of the related bodies corporate in the
Citigroup group of companies worldwide (for
more detailsplease visitwww.citigroup.com).

7. Addresses

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

Name Address
Citigroup Global Markets Limited Citigroup Centre, Canary Wharf
33 Canada Square
London, E14 5LB, United Kingdom
Citibank, N.A. Sydney Branch Citigroup Centre
2 Park St Sydney, NSW 2000 Australia
Citibank, N.A. 388 Greenwich St
New York, NY 10013, United States
Citigroup Global Markets Australia Pty Limited Citigroup Centre
2 Park St Sydney, NSW 2000 Australia

Dated this day, 6 November 2023.

==> picture [112 x 60] intentionally omitted <==

Alyson Sosa Markets & Securities Services Compliance Australia Citigroup Global Markets Australia Pty Limited T: +61 2 8225 4845

Annexure A

This is Annexure A of 2 pages referred to in Form 603 ‘Notice of initial substantial holder’

==> picture [112 x 60] intentionally omitted <==

Alyson Sosa 6 November 2023

Schedule (Loan)
Type of Agreement AMSLA / GMSLA / MSLA
Parties to Agreement Various
Transfer date Various
Holder of voting rights Borrower
Are there any restrictions on voting rights? No
Scheduled returndate Unknown
Does the borrower have the right to return
**early? **
Yes
If yes, details Standard AMSLA / GMSLA / MSLA terms
Does the lender have the right to recall
early?
Yes
Ifyes, details StandardAMSLA/ GMSLA/MSLAterms
Will the securities be returned on
**settlement? **
n/a
Statement If requested by the company to whom the
prescribed form must be given, or if requested
by ASIC, Citi will give a copy of the AMSLA /
GMSLA/MSLAto the company or ASIC.
Schedule (Agency Lending Agreement)
Type of Agreement SecuritiesLendingAgencyAgreement (SLAA)
Parties to Agreement Various
Circumstances under which the agent
lender can exercise the authorisations in
relation to the securities
Agent Lender can only exercise authority, as
agent, in relation to the lender’s securities as
defined and agreed in the Securities Lending
AgencyAgreement.
Circumstances under which the agent
lender is subject to any restrictions in how
it can deal with the securities
Lenders will define the restrictions and/or
securities lending parameters in the Securities
Lending Agency Agreement entered into with
the lending agent. Such restrictions/parameters
include specific designated accounts, lendable
limits, acceptable collateral and/or cash
reinvestment guidelines.
Does the agent lender have the right to
recall early?
Agent Lenders have the right to early recall on
behalf of Lender’s instructions. However, the
expectation is the Lender and Borrower would
have mutually agreed no sales/recall of the
securities during the duration of the loan term.
Hence, borrowers are not obligated to return
the securities earlyfortermedloans.
If yes, details Authorised under the standard Securities
Lending Agency Agreement terms.
Statement If requested by the company to whom the
prescribed form must be given, or if requested
by ASIC, Citi will give a copy of the
authorisation agreement to the company or
ASIC.