Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Macquarie Group Limited Major Shareholding Notification 2016

Mar 22, 2016

10518_rns_2016-03-22_660da6f8-25a3-4694-942a-37f8fafe52bd.pdf

Major Shareholding Notification

Open in viewer

Opens in your device viewer

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To: Company Name/Scheme
ABN/ACN/ARSN
Nick Scali Ltd
000 403 896
NCK.AX
1. Details of substantial holder
Name Macquarie Group Limited ('MQG'); and
its controlled bodies corporate listed in Annexure A
('Macquarie Group Entities')
ABN/ACN/ARSN (if applicable) 122 169 279
The holder became a substantial holder on: 21 March 2016

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 Number of securities Person's votes Voting power
'FPO' 16,119,000 16,119,000 19.90%

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 Number of securities Class
MACQUARIE CAPITAL (AUSTRALIA)
LIMITED
Macquarie Capital (Australia) Limited in conjunction with its
affiliates ("MCAL") entered into a Block Trade Agreement (see
annexure C) on 21 March 2016 with entities listed in those
agreements. Pursuant to section 608 of the Corporations Act and
the terms of the Block Agreement, MCAL acquired a relevant
interest in shares of Nick Scali Ltd on execution of the Block
Agreement and subject to the terms of that agreement.
Under the Block Agreement, MCAL acted as lead manager of
the sale of the shares, all of which shares have been sold.
M
Macquarie Group Limited will file a ceasing to be a substantial
i G
Li it d
ill fil
i
t
b
b t
ti l
shareholder notice following settlement of those shares.
16,094,560 FPO
MACQUARIE BANK LIMITED Pursuant to section 608 of the Corporations Act 20,740 FPO
MACQUARIE INVESTMENT MANAGEMENT
LTD
Pursuant to section 608 of the Corporations Act 3,700 FPO

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 Number of securities Class
as holder
MACQUARIE CAPITAL
(AUSTRALIA) LIMITED
MACQUARIE CAPITAL (AUSTRALIA)
LIMITED
MACQUARIE CAPITAL
(AUSTRALIA) LIMITED
16,094,560 FPO
MACQUARIE BANK LIMITED MACQUARIE BANK LIMITED MACQUARIE BANK LIMITED 20,740 FPO
MACQUARIE INVESTMENT
MANAGEMENT LTD
Bond Street Custodians Limited Bond Street Custodians Limited 3,700 FPO

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 of relevant interest Date of acquisition Consideration Number of securities Class
See Annexure B

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN (if applicable) Nature of association
Macquarie Group Limited & Controlled Bodies Corporate
Macquarie Group Entities

7. Addresses

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

Name Address
MACQUARIE GROUP LIMITED Level 6, 50 Martin Place, Sydney, New South Wales, Australia 2000
MACQUARIE CAPITAL (AUSTRALIA)
LIMITED
Level 4, 50 Martin Place, Sydney, New South Wales, Australia 2000
MACQUARIE BANK LIMITED Level 6, 50 Martin Place, Sydney, New South Wales, Australia 2000
MACQUARIE INVESTMENT MANAGEMENT
LTD
Level 6, 50 Martin Place, Sydney, New South Wales, Australia 2000
Signature Print name Dennis Leong Capacity Company Secretary
Sign here Date 23 March 2016

ANNEXURE 'A'

This is the annexure marked 'A' of 16 pages referred to in the Notice of initial substantial holder.

Dennis Leong Company Secretary, Macquarie Group Limited 23 March 2016

Controlled Bodies Corporate

ACN / Company No Entity Name Incorp Country
136 024 970 A.C.N. 136 024 970 PTY LTD Australia
154 402 927 A.C.N. 154 402 927 Pty Ltd Australia
153 275 677 ACN 153 275 677 Pty Ltd Australia
Advantage Funding Commercial Capital Corp. United States
Advantage Funding Management Co., Inc. United States
Advantage Funding Receivables LLC United States
Advantage Funding Services LLC United States
9783406 Aerospace Finance 6771 UK Limited United Kingdom
09812041 Aerospace Finance 6816 UK Limited United Kingdom
9819666 Aerospace Finance 6818 UK Limited United Kingdom
09814520 Aldeburgh Offshore Wind Investments Limited United Kingdom
081119477 ALLOCA (NO. 4) PTY. LIMITED Australia
Alster & Thames Partners (USA) LLC United States
Arbor Village Property Owner LLC United States
20-3690322 AVENAL POWER CENTER, LLC United States
537804 AWAS 39437 Ireland Limited Ireland
WK-285119 AWAS 39438 Limited Cayman Islands
WK-286855 AWAS 39440 Limited Cayman Islands
508880 AWAS 5092 Ireland Limited Ireland
WK-285115 AWAS 5996 Limited Cayman Islands
IT-291873 AWAS 6288 Limited Cayman Islands
IT-291847 AWAS 6321 Limited Cayman Islands
504304 AWAS Ireland Leasing Seven Limited Ireland
504303 AWAS Ireland Leasing Six Limited Ireland
913 285 700 MVA
914599474
AWAS Norway 6320 AS
AWAS Norway 6422 AS
Norway
Norway
059814818 BAROSSA GE PTY LIMITED Australia
008604966 BELIKE NOMINEES PTY. LIMITED Australia
Bella Holdings LLC United States
Bella Property Owner LLC United States
08302008 Berwick Solar Park Limited United Kingdom
20-5600465 BIG SANDY CREEK WIND, LLC United States
20-2937246 Blue Grass Abstract LLC United States
46-5587770 Blueshine, LLC United States
30-0746347 Boketo LLC United States
008607065 BOND STREET CUSTODIANS LIMITED Australia
008606924 BOND STREET INVESTMENTS PTY. LIMITED Australia
BOOTH STAFF LOANS TRUST Australia
004680004 BOSTON AUSTRALIA PTY LIMITED Australia
005008702 BOSTON LEASING PTY. LIMITED Australia
8301922 Bottom Plain Solar Park Limited United Kingdom
08538716 Branston Solar Park Limited United Kingdom
95-2690571
1218745
BREK MANUFACTURING CO.
BROOK ASSET MANAGEMENT LIMITED (IN LIQUIDATION)
United States
New Zealand
88217 Bunhill Investments Unlimited Jersey
002865830 BUTTONWOOD NOMINEES PTY LIMITED Australia
26-5600465 CANADIAN BREAKS LLC United States
04800336 Capital Meters Holdings Limited United Kingdom
04800317 Capital Meters Limited United Kingdom
09928473 CHAPTRE Finance PLC United Kingdom
09912280 CHAPTRE Holdings Limited United Kingdom
09908998 CHAPTRE Investments Limited United Kingdom
06373185 Cheeryble Developments Limited United Kingdom
46527C1/GBL CHINA PROPERTY INVESTMENTS LIMITED Mauritius
002228708 CIORL LP Limited Canada
20-2937258 Closing Documentation Services, LLC United States
CMC Holdco Inc. United States
C
CM Railroad, Inc.
United States
30-0791081 Colorado - PTH, LLC United States
30-4540865 Columbia Service Partners of Kentucky, Inc. United States
36-04540864 Columbia Service Partners of Ohio, Inc. United States
36-02070862 Columbia Service Partners of Pennsylvania, Inc. United States
3709182 Columbia Service Partners of West Virginia, Inc. United States
25-1787891 Columbia Service Partners, Inc. United States
Comercializadora Energia de la Reforma S. de R.L. de C.V. Mexico
Commerce and Industry Brokerage Inc. United States
Connecticut Mystic Lien, LLC United States
03241012 Corona Energy Limited United Kingdom
03241002 Corona Energy Retail 1 Limited United Kingdom
SC138299 Corona Energy Retail 2 Limited United Kingdom
02746961 Corona Energy Retail 3 Limited United Kingdom
02798334 Corona Energy Retail 4 Limited United Kingdom
07545410 Corona Energy Retail 5 Limited United Kingdom
02879748 Corona Gas Management Limited United Kingdom
37012 Creative Broadcast Services International Limited Bermuda
603561360 CUBIK GROUP PTY LIMITED Australia
120091 Dacuri Investco Limited Jersey
64075C1/GBL DALIAN II HOLDING COMPANY LIMITED Mauritius
37-1737048 DC - PTH, LLC United States
26-3816229 Delaware Alternative Strategies United States
41-2183382 Delaware Asset Advisers United States
23-3061021 Delaware Capital Management United States
27-1291359 Delaware Capital Management Advisers, Inc. United States
23-2226487 Delaware Distributors, Inc. United States
23-2791871 Delaware Distributors, L.P. United States
23-2859590 Delaware Investment Advisers United States
46-4850078 Delaware Investments Advisers Partner, Inc. United States
46-5321087 Delaware Investments Advisory Services United States
46-4639812 Delaware Investments Distribution Partner, Inc. United States
46-1906107 Delaware Investments Fund Advisers United States
46-5056965 Delaware Investments Fund Services Company United States
81-0842539 Delaware Investments General Partner, Inc. United States
13-3465352 Delaware Investments Management Company, LLC United States
Delaware Investments Real Estate Abolute Return Fund, L.P. Cayman Islands
46-3119820 Delaware Investments Real Estate Absolute Return Fund (Master), United States
Ltd.
N/A Delaware Management Business Trust United States
23-2859589 Delaware Management Company United States
23-2693133 Delaware Management Holdings, Inc. United States
23-2601407 Delaware Management Trust Company United States
27-2437046 Delaware Real Estate Absolute Return Partners, Inc. United States
13-3465338 Delaware Service Company, Inc. United States
DELTA1 FINANCE TRUST Australia
008606871 DEXIN NOMINEES PTY. LIMITED Australia
083 158 614 DIVCO 22 PTY LIMITED Australia
East Inwood Arbor, LLC United States
094631964 EASTERN SEA INVESTMENTS PTY LIMITED Australia
608 027 505 EDUWEST EQUITY HOLDING PTY LIMITED Australia
608 027 434 EDUWEST PROJECT CO PTY LIMITED Australia
608 027 596 EDUWEST PROJECT HOLDING COMPANY PTY LIMITED Australia
069344001 ELISE NOMINEES PTY LIMITED Australia
08741661 Emberton Solar Park Limited United Kingdom
SC234695 Energetics Design & Build Limited United Kingdom
SC234694 Energetics Electricity Limited United Kingdom
SC303150 Energetics Gas Limited United Kingdom
SC455073 Energetics Holdco Limited United Kingdom
SC455134 Energetics Midco Limited United Kingdom
SC293480 Energetics Networked Energy Ltd. United Kingdom
SC455074 Energetics Topco Limited United Kingdom
006435810 EQUITAS NOMINEES PTY. LIMITED Australia
ERC Holdco LLC United States
079878783 EURO FIN CO PTY LTD Australia
20-5600465 FAS 1 LLC United States
137357 FINCH SECURITIES LIMITED Cayman Islands
12-377-980/0001-25 FIP Gestora de Recursos Ltda. Brazil
80-0940702 FL - PTH 1, LLC United States
36-4767568 FL - PTH 10, LLC United States
90-1004919 FL - PTH 2, LLC United States
61-1718024 FL - PTH 3, LLC United States
80 0941771
80-0941771
90-1005859
FL
FL - PTH 4,
PTH 4 LLC
FL - PTH 5, LLC
United States
United
United States
80-0942248 FL - PTH 6, LLC United States
90-1006383 FL - PTH 7, LLC United States
80-0942772 FL - PTH 8, LLC United States
80-0943053 FL - PTH 9, LLC United States
46-2260160 Florida Coral Lien Investments, LLC United States
61-1577729 Florida Dundee Lien Investments, LLC United States
95-4881110 Four Corners Capital Management, LLC United States
Fox-Pitt Kelton Cochran Caronia Waller (USA) LLC United States
06-1058201 Fox-Pitt Kelton Cochran Caronia Waller LLC United States
01601171 Fox-Pitt, Kelton Limited United Kingdom
32157 Fox-Pitt, Kelton N.V. Curaçao
99228 FPK Capital I CIP GP Limited Jersey
20-5600465 Fremantle Energy Holdings, LLC United States
20-5600465 Fremantle Energy, LLC United States
20-2384759 Fremantle Wind Holdings Inc. United States
9699834 Fulfilment Services Limited United Kingdom
106204862 FUNDCORP PTY LIMITED Australia
30-0790149 GA - PTH, LLC United States
054001400 GATESUN PTY. LIMITED Australia
570800 GGB inBalans Investco Ireland GP Limited Ireland
9795599 GGB inBalans Investco LP Limited United Kingdom
9795343 GGB inBalans Investco UK GP Limited United Kingdom
009642942 GILLMAN PTY. LIMITED Australia
MC143292 GLOBAL STAR GP LTD Cayman Islands
0110-03-005067 GODO KAISHA ACMP2 Japan
0110-03-005141 GODO KAISHA ACMP3 Japan
0110-03-004802 GODO KAISHA ALPHA MEGA SOLAR PROJECT NO. 1 Japan
0110-03-004888 GODO KAISHA ALPHA MEGA SOLAR PROJECT NO. 2 Japan
05481707 Goonzaran Bluebell Funding Limited United Kingdom
05473771 Goonzaran Bluebell Leasing Limited United Kingdom
08538726 Great Wilbraham Solar Park Limited United Kingdom
Harrison Leasing Corporation United States
B 203.092 Harry Holdings Sarl Luxembourg
415492 HBEAR CO. NO.1 LIMITED (in voluntary liquidation) Ireland
125438600 HENDERSON WA PTY LIMITED Australia
not registered HENDERSON WA TRUST Australia
559017 Hermes Infrastructure Investco Ireland GP Limited Ireland
09317300 Hermes Infrastructure Investco UK GP Limited United Kingdom
20-5600465 High Lonesome Wind, LLC United States
104173891 HUB X PTY LIMITED Australia
97666 Hydra Investments 2007 Limited Jersey
002757020 IDAMENEO (NO. 79) NOMINEES PTY. LIMITED Australia
46-1490923 Illinois Salt Fox Investments, LLC United States
20-2937198 Indiana TLP, LLC United States
HRA43929 Industrial Investments Germany GmbH & Co. KG Germany
2011/127717/07 International Life Solutions (Pty) Limited South Africa
CR-113608 Jackson Leasing Limited Cayman Islands
0100-02-036303 JIG HOLDINGS LIMITED Japan
609 122 901 JURIS PARTNERSHIP MCHPL PROJECT CO PTY LTD Australia
609 115 997 JURIS PARTNERSHIP MCHPL PROJECT HOLDING COMPANY PTY
LTD
Australia
Juris Partnership MCHPL Project Holding Trust Australia
Juris Partnership MCHPL Project Trust Australia
464138 Juuichi Limited (in voluntary liquidation) Ireland
CR-113609 Kearny Leasing Limited Cayman Islands
20-5913622 Keba Energy LLC United States
09541115 Kingswood Mortgages 2015-1 Holdings Limited United Kingdom
09541195 Kingswood Mortgages 2015-1 PLC United Kingdom
56649800 L2 B.V. Netherlands
FC032012 L2 B.V. (UK Branch) United Kingdom
140 135 379 LAKE GEORGE WIND FARM DEVELOPMENTS PTY LTD Australia
08763016 Lakehouse Mortgages Limited United Kingdom
8272295 Levantera Developments Limited United Kingdom
Liberty Green Renewables Indiana, LLC United States
20-2937206 Lien Data Services, LLC United States
HRB80214 Lightning Bolt Germany GmbH Germany
M Acquisition Company I LLC United States
M Acquisition Company II LLC United States
MAC FUND ONE TRUST Australia
198500776M MACQUARIE (ASIA) PTE LTD. Singapore
27230949
132 864 950
MACQUARIE (ASIA) PTE LTD TAIWAN BRANCH
MACQUARIE (ASIA) PTE LTD. TAIWAN
MACQUARIE (CIS) HOLDINGS PTY LTD
Taiwan
Australia
22407 Macquarie (CIS) Holdings Pty Ltd (Russia Branch) Russian Federation
200228 MACQUARIE (HK) FINANCIAL SERVICES LIMITED Hong Kong
0100-01-068766 MACQUARIE (JAPAN) LIMITED Japan
SC280388 Macquarie (Scotland) GP Limited United Kingdom
06287793 Macquarie (UK) Group Services Limited United Kingdom
008594885 MACQUARIE ACCEPTANCES PTY LIMITED Australia
095180788 MACQUARIE ADMIN SERVICES PTY LIMITED Australia
131710239 MACQUARIE ADVANCED INVESTMENT INTERNATIONAL LTD Bermuda
134 696 665 MACQUARIE ADVANCED INVESTMENT LIMITED Bermuda
WK-211745 Macquarie Advanced Investment Partners G.P. Ltd. Cayman Islands
486592 Macquarie Aerospace AF (Ireland) Limited Ireland
40096.0 (Decree No. MACQUARIE AEROSPACE ARUBA A.V.V. Aruba
10356/AVV)
WK-228185 Macquarie Aerospace Finance 39414-1 Limited Cayman Islands
07575063 Macquarie Aerospace Finance 39414-2 Limited United Kingdom
556860-1602 Macquarie Aerospace Finance 39425 AB Sweden
997 538 161 MVA Macquarie Aerospace Finance 39429 AS Norway
IT-2928288 Macquarie Aerospace Finance 39429 Limited Cayman Islands
571997 Macquarie Aerospace Finance 39442 Limited Ireland
571998 Macquarie Aerospace Finance 40967 Limited Ireland
7695532 Macquarie Aerospace Finance 4257-2 Limited United Kingdom
996 790 827 Macquarie Aerospace Finance 4720 AS Norway
498271 Macquarie Aerospace Finance 4720-1 Limited Ireland
498680 Macquarie Aerospace Finance 4720-2 Limited Ireland
266822 Macquarie Aerospace Finance 5178 Limited Cayman Islands
517127 Macquarie Aerospace Finance 5315 Limited Ireland
516215 Macquarie Aerospace Finance 5403 Limited Ireland
7802517 Macquarie Aerospace Finance 5433 Limited United Kingdom
516216 Macquarie Aerospace Finance 5466 Limited Ireland
782521 Macquarie Aerospace Finance 5482-2 Limited United Kingdom
527101 Macquarie Aerospace Finance 5673 Limited Ireland
WK-27905 Macquarie Aerospace Finance 5742 Limited Cayman Islands
999184650 MVA Macquarie Aerospace Finance 5773 AS Norway
WK-280125 Macquarie Aerospace Finance 5773 Limited Cayman Islands
533279
WK-281265
Macquarie Aerospace Finance 5822-1 Limited
Macquarie Aerospace Finance 5822-2 Limited
Ireland
Cayman Islands
912 510 352 MVA Macquarie Aerospace Finance 5844 AS Norway
WK-281267 Macquarie Aerospace Finance 5844 Limited Cayman Islands
WK-281268 Macquarie Aerospace Finance 5857-1 Limited Cayman Islands
8705337 Macquarie Aerospace Finance 5857-2 Limited United Kingdom
WK-281249 Macquarie Aerospace Finance 5892-1 Limited Cayman Islands
8704469 Macquarie Aerospace Finance 5892-2 Limited United Kingdom
WK-281316 Macquarie Aerospace Finance 5951-1 Limited Cayman Islands
8705352 Macquarie Aerospace Finance 5951-2 Limited United Kingdom
WK-281315 Macquarie Aerospace Finance 5979-1 Limited Cayman Islands
8704473 Macquarie Aerospace Finance 5979-2 Limited United Kingdom
539973 Macquarie Aerospace Finance 6025-1 Limited Ireland
WK-285274 Macquarie Aerospace Finance 6025-2 Limited Cayman Islands
539286 Macquarie Aerospace Finance 6039/6535 Limited Ireland
541007 Macquarie Aerospace Finance 6045 Limited Ireland
541008 Macquarie Aerospace Finance 6079 Limited Ireland
541009 Macquarie Aerospace Finance 6081 Limited Ireland
WK-285849 Macquarie Aerospace Finance 6113-1 Limited Cayman Islands
8934030 Macquarie Aerospace Finance 6113-2 Limited United Kingdom
WK-285848 Macquarie Aerospace Finance 6140-1 Limited Cayman Islands
8934031 Macquarie Aerospace Finance 6140-2 Limited United Kingdom
547276 Macquarie Aerospace Finance 6220 Limited Ireland
290012 Macquarie Aerospace Finance 6242 Limited Cayman Islands
291538 Macquarie Aerospace Finance 6254-1 Limited Cayman Islands
9210708 Macquarie Aerospace Finance 6254-2 Limited United Kingdom
IT-292643 Macquarie Aerospace Finance 6320 Limited Cayman Islands
IT-294038 Macquarie Aerospace Finance 6422 Limited Cayman Islands
566064 Macquarie Aerospace Finance Ireland Limited Ireland
WK-269465 Macquarie Aerospace Finance Limited Cayman Islands
9458807 Macquarie Aerospace Finance UK Limited United Kingdom
Macquarie Aerospace Finance US Holdings LLC United States
Macquarie Aerospace Finance US LLC United States
9457141 Macquarie Aerospace Holdings UK Limited United Kingdom
27-2669479 Macquarie Aerospace Inc. United States
06863307 Macquarie Aerospace Investments Limited United Kingdom
484423 Macquarie Aerospace Ireland Limited
Macquarie Aerospace Ireland
Ireland
44138 MACQUARIE AEROSPACE LIMITED Bermuda
27-1564084 Macquarie Affiliated Managers (USA) Inc. United States
26-2103542 Macquarie Affiliated Managers Holdings (USA) Inc. United States
2000/001243/07 MACQUARIE AFRICA (PROPRIETARY) LIMITED South Africa
122169368 MACQUARIE AGRICULTURAL FUNDS MANAGEMENT LTD Australia
116381634 MACQUARIE AGRICULTURAL SERVICES PTY LIMITED Australia
429567 Macquarie Aircraft Leasing Holdings (2) Limited Ireland
139 633 015 MACQUARIE AIRCRAFT LEASING HOLDINGS PTY LIMITED Australia
426824 Macquarie Aircraft Leasing Limited Ireland
139 654 407 MACQUARIE AIRCRAFT LEASING PTY LIMITED Australia
130 643 319 MACQUARIE AIRCRAFT LEASING SERVICES (AUSTRALIA) PTY Australia
LTD
429566 Macquarie Aircraft Leasing Services (Ireland) Limited Ireland
200917376C Macquarie Aircraft Leasing Services (Singapore) Pte. Ltd. Singapore
5988531 Macquarie Aircraft Leasing Services (UK) Limited United Kingdom
Macquarie Aircraft Leasing Services (US), Inc. United States
MACQUARIE AIRCRAFT LEASING TRUST A Australia
464499 Macquarie AirFinance Acquisitions (Ireland) Limited Ireland
LL09680 Macquarie AirFinance Acquisitions (Labuan) Limited Malaysia
6767724 Macquarie AirFinance Acquisitions (UK) Limited United Kingdom
41370 Macquarie AirFinance Acquisitions Holdings Ltd. Bermuda
41289 Macquarie AirFinance Acquisitions Limited Bermuda
41212.0 Macquarie AirFinance Aruba A.V.V. Aruba
435319 Macquarie AirFinance Holdings Limited Ireland
40863 Macquarie AirFinance International Group Limited Bermuda
40569 Macquarie AirFinance International Limited Bermuda
38946 Macquarie AirFinance Ltd. Bermuda
40673 Macquarie AirFinance Warehouse (No. 1) Limited Bermuda
26-2103542 Macquarie Allegiance Capital, LLC United States
37-1740746 Macquarie Alpine Inc. United States
103237181 MACQUARIE ALTERNATIVE ASSETS MANAGEMENT LIMITED Australia
142 495 958 MACQUARIE ALTERNATIVE PROPERTY HOLDINGS PTY LIMITED Australia
Macquarie AMC Investment REIT LLC United States
26-3769039 Macquarie America Holdings Inc. United States
26-3771444 Macquarie America Services Inc. United States
13-4184042 MACQUARIE AMERICAS CORP United States
124071414 MACQUARIE AMERICAS HOLDINGS PTY LTD Australia
201310241D MACQUARIE APTT MANAGEMENT PTE. LIMITED Singapore
289176 Macquarie Asia Infrastructure Management Limited Cayman Islands
MC-25427 Macquarie Asia Pacific Private Equity Offshore Fund, L.P. Cayman Islands
1049991 MACQUARIE ASIA STRUCTURED TRANSACTIONS LIMITED Virgin Islands, British
8253772 Macquarie Asset Finance Holdings Limited United Kingdom
0100-01-107687 MACQUARIE ASSET FINANCE JAPAN LIMITED Japan
57952C1/GBL MACQUARIE ASSET FINANCE MAURITIUS LTD Mauritius
064219601 MACQUARIE ASSET FINANCE PTY LIMITED Australia
7815862 Macquarie Asset Leasing (UK) Limited United Kingdom
26-3263254 MACQUARIE ASSET MANAGEMENT INC. United States
0100-01-156193 MACQUARIE ASSET MANAGEMENT JAPAN CO., LTD. Japan
001263583 MACQUARIE ASSET MANAGEMENT PTY LIMITED Australia
000736210 MACQUARIE AUSTRALIA PTY LIMITED Australia
074453286 MACQUARIE AUSTRALIA SECURITIES PTY LIMITED Australia
077595012 MACQUARIE AUSTRALIAN INFRASTRUCTURE MANAGEMENT 1 Australia
LIMITED
131476910 MACQUARIE AUSTRALIAN INFRASTRUCTURE MANAGEMENT 2 Australia
LIMITED
121836191 MACQUARIE AVENIR NO. 1 PTY LIMITED Australia
121836235 MACQUARIE AVENIR NO. 2 PTY LIMITED Australia
368579 MACQUARIE AVIATION CAPITAL FINANCE LIMITED Ireland
368589 MACQUARIE AVIATION CAPITAL GROUP (in voluntary liquidation) Ireland
124071432 MACQUARIE B.H. PTY LTD Australia
06309906 Macquarie Bank International Limited United Kingdom
HRB 189708 Macquarie Bank International Limited, Niederlassung Deutschland Germany
FN 331748 s Macquarie Bank International Limited, Vienna Branch Austria
008583542 MACQUARIE BANK LIMITED Australia
1045 Macquarie Bank Limited (DIFC Recognised Company) United Arab Emirates
F18649 MACQUARIE BANK LIMITED (HONG KONG BRANCH) Hong Kong
FC018220 Macquarie Bank Limited (London Branch) United Kingdom
104-84-07697 MACQUARIE BANK LIMITED (SEOUL BRANCH) Korea, Republic of
T11FC0018C MACQUARIE BANK LIMITED SINGAPORE BRANCH Singapore
90-0899142 Macquarie Basin Leasing LLC United States
R.P.M. 892390892 Macquarie Belgium TCG SPRL
MACQUARIE BETEILIGUNGSPORTFOLIO NR 4 GMBH & CO KG
MACQUARIE BETEILIGUNGSPORTFOLIO NR. 4 GMBH & CO.
Belgium
Germany
CNPJ03.516.449/0001 MACQUARIE BRASIL PARTICIPACOES LTDA Brazil
109649292 MACQUARIE BUSINESS SOLUTIONS PTY LIMITED Australia
Macquarie CAF Holdings Inc. United States
Macquarie CAF LLC United States
Macquarie CAF Management LLC United States
798792-7 Macquarie Canada Inventory Holdings Limited Canada
839742-2 Macquarie Canada MPIP GP Ltd. Canada
839745-7 Macquarie Canada MPIP LP Ltd. Canada
683412-4 Macquarie Canada Services Ltd. Canada
6489800 Macquarie Canadian Investment Holdings Ltd. Canada
123199548 MACQUARIE CAPITAL (AUSTRALIA) LIMITED Australia
0740 Macquarie Capital (Dubai) Limited (in members' voluntary liquidation) United Arab Emirates
03704031 Macquarie Capital (Europe) Limited United Kingdom
34297902 Macquarie Capital (Europe) Limited, Amsterdam Branch Netherlands
905963 Macquarie Capital (Europe) Limited, Dublin Branch Ireland
Macquarie Capital (Europe) Limited, Geneva Representative Office Switzerland
HRB 82506 Macquarie Capital (Europe) Limited, Niederlassung Deutschland Germany
478 586 167 Macquarie Capital (Europe) Limited, Paris Branch France
611405 MACQUARIE CAPITAL (HONG KONG) LIMITED Hong Kong
104-81-64533 MACQUARIE CAPITAL (KOREA) LIMITED Korea, Republic of
1952567 MACQUARIE CAPITAL (NEW ZEALAND) LIMITED New Zealand
199704430K MACQUARIE CAPITAL (SINGAPORE) PTE. LIMITED Singapore
98-0141094 MACQUARIE CAPITAL (USA) INC United States
002149053 Macquarie Capital Acquisitions (Canada) Ltd. Canada
716740-7 Macquarie Capital Acquisitions (Canada) No.2 Ltd Canada
130 342 915 MACQUARIE CAPITAL ADVISERS CRE PTY LTD Australia
36780 MACQUARIE CAPITAL ALLIANCE INTERNATIONAL (2) LIMITED Bermuda
37049 MACQUARIE CAPITAL ALLIANCE INTERNATIONAL (3) LIMITED Bermuda
36770 MACQUARIE CAPITAL ALLIANCE INTERNATIONAL LIMITED Bermuda
105777704 MACQUARIE CAPITAL ALLIANCE MANAGEMENT PTY LIMITED Australia
137760822 MACQUARIE CAPITAL ARGENTINA PTY LTD Australia
1818250 Macquarie Capital Argentina Pty Ltd (Sucursal Argentina) Argentina
905313-1 Macquarie Capital Development Canada Ltd. Canada
127829458 MACQUARIE CAPITAL FINANCE (AUSTRALIA) PTY LTD Australia
0736 Macquarie Capital Finance (Dubai) Limited (in members' voluntary United Arab Emirates
133 664 632 liquidation)
MACQUARIE CAPITAL FINANCE HOLDINGS (AUSTRALIA) PTY
Australia
88464 LIMITED
Macquarie Capital Funding (GP) Limited
Jersey
110605724 MACQUARIE CAPITAL FUNDING (LP) PTY LIMITED Australia
LP561 MACQUARIE CAPITAL FUNDING L.P. Jersey
13-3789912 Macquarie Capital Funding LLC United States
002149050 Macquarie Capital Holdings (Canada) Ltd. Canada
0687 Macquarie Capital Holdings (Dubai) Limited United Arab Emirates
43-2082900 Macquarie Capital Investment Management LLC United States
135973 MACQUARIE CAPITAL LIMITED Hong Kong
110-84-02227 MACQUARIE CAPITAL LIMITED (SEOUL BRANCH) Korea, Republic of
565608 Macquarie Capital Markets Canada Ltd./Marchés Financiers
Macquarie Canada Ltée.
Canada
1079073 Macquarie Capital Markets North America Ltd./Marchés Financiers
Macquarie Amérique Du Nord Ltée.
Canada
803092-8 Macquarie Capital Principal Holdings Canada Ltd Canada
128212868 MACQUARIE CAPITAL PRODUCTS LIMITED Australia
U65920MH1995PTC0906
96
Macquarie Capital Securities (India) Private Limited India
MC-134609 MACQUARIE CAPITAL SECURITIES (JAPAN) LIMITED Cayman Islands
0100-03-012063 MACQUARIE CAPITAL SECURITIES (JAPAN) LIMITED (TOKYO
BRANCH)
Japan
463469-W MACQUARIE CAPITAL SECURITIES (MALAYSIA) SDN. BHD. Malaysia
15184/2070C1/GBL MACQUARIE CAPITAL SECURITIES (MAURITIUS) LIMITED Mauritius
180496 Macquarie Capital Securities (Philippines) Inc. Philippines
198702912C MACQUARIE CAPITAL SECURITIES (SINGAPORE) PTE. LIMITED Singapore
89407381 Macquarie Capital Securities Limited, Taiwan Branch Taiwan
2003/014483/07 Macquarie Capital South Africa (Pty) Ltd South Africa
13-3789912 Macquarie Capital US Acquisitions LLC United States
133 001 359 MACQUARIE CAPITAL WIND MANAGEMENT PTY LTD Australia
169009 MACQUARIE CAYMAN HOLDINGS 2 CO. Cayman Islands
168347 MACQUARIE CAYMAN HOLDINGS CO Cayman Islands
124022126 MACQUARIE CHEONGNA INVESTMENT PTY LTD Australia
50019 M
Macquarie China Logistics Fund Limited
i
Chi
L
i ti
F
d Li
it d
B
d ermu a
1660458 Macquarie China Logistics Management Limited Hong Kong
201016397N MACQUARIE COMMODITIES (SINGAPORE) PTE. LIMITED Singapore
SP.688/AsingP3A MACQUARIE COMMODITIES (SINGAPORE) PTE. LIMITED, Indonesia
PDN.2/9/2010 Indonesia Rep. Office
05259474 Macquarie Commodities (UK) Limited United Kingdom
26-0555065 MACQUARIE COMMODITIES (USA) INC United States
15.246.175/0001-50 Macquarie Commodities Brasil S/A Brazil
06863247 Macquarie Commodities Factoring Holdings (UK) Limited United Kingdom
20-5913559 MACQUARIE COMMODITIES FACTORING LLC United States
05259503 Macquarie Commodities Finance (UK) Limited United Kingdom
20-5913559 MACQUARIE COMMODITIES FUNDING (USA) LLC United States
20-5913559 MACQUARIE COMMODITIES HOLDINGS (USA) LLC United States
310141400009906 MACQUARIE COMMODITIES TRADING (SHANGHAI) CO, LTD China
310000500570770 Macquarie Commodities Trading (Shanghai) Co, Ltd First Branch China
51-0566317 MACQUARIE COMMODITIES TRADING INC. United States
200813631K MACQUARIE COMMODITY MARKETS (SINGAPORE) PTE. LIMITED Singapore
4752472 Macquarie Corona Energy Holdings Limited United Kingdom
368580 Macquarie Corporate and Asset Finance (Ireland) Limited (in voluntary Ireland
liquidation)
006198910 MACQUARIE CORPORATE AND ASSET FINANCE LIMITED Australia
26-3769367 MACQUARIE CORPORATE AND ASSET FUNDING INC. United States
008606862 MACQUARIE CORPORATE FINANCE HOLDINGS PTY LTD Australia
008595426 MACQUARIE CORPORATE FINANCE LIMITED Australia
HRB52973 MACQUARIE CORPORATE FINANCE LIMITED NIEDERLASSUNG Germany
DEUTSCHLAND
09648758 Macquarie Corporate GP (UK) Limited United Kingdom
096705109 MACQUARIE CORPORATE HOLDINGS PTY LIMITED Australia
FC027878 Macquarie Corporate Holdings Pty Limited (UK Branch) United Kingdom
123199253 MACQUARIE CORPORATE INTERNATIONAL HOLDINGS PTY Australia
LIMITED
20-1536178 MACQUARIE COTTON INTERNATIONAL INC United States
90-0797831 Macquarie Credit Investment Management Inc. United States
MC-266242 MACQUARIE CREDIT NEXUS FUND LIMITED Cayman Islands
MC-266243 MACQUARIE CREDIT NEXUS MASTER FUND LIMITED Cayman Islands
27-2279644 Macquarie Crop Partners GP, LLC United States
075067631 MACQUARIE DEBF PTY LIMITED (IN DEREGISTRATION) Australia
132821580 MACQUARIE DELTA1 FINANCE SERVICES PTY LIMITED Australia
29318190 Macquarie Denmark Limited A/S Denmark
102607616 MACQUARIE DEVELOPMENT CAPITAL II PTY LIMITED Australia
134474712 MACQUARIE DEVELOPMENT CAPITAL MANAGEMENT PTY
LIMITED
Australia
115402349 MACQUARIE DIGITAL PTY LIMITED Australia
008607083 MACQUARIE DIRECT INVESTMENT PTY LIMITED Australia
20.3.0.31.542-6 Macquarie Distribution Finance Ltd. Switzerland
085795651 MACQUARIE DISTRIBUTION PTY LIMITED (IN DEREGISTRATION) Australia
114099795 MACQUARIE DIVERSIFIED ASSET ADVISORY PTY LIMITED Australia
20-5962618 MACQUARIE DYNAMIC MANAGEMENT (USA) INC United States
363806 MACQUARIE ELECTRONICS LIMITED (in voluntary liquidation) Ireland
363803 MACQUARIE ELECTRONICS REMARKETING LIMITED (in voluntary Ireland
liquidation)
54-2077555 MACQUARIE ELECTRONICS USA INC United States
200408424K MACQUARIE EMERGING MARKETS ASIAN TRADING PTE. LIMITED Singapore
F18440 MACQUARIE EMERGING MARKETS ASIAN TRADING PTE. LIMITED
(HONG KONG BRANCH)
Hong Kong
143365673 Macquarie Emerging Markets Investments Pty Ltd Australia
127185719 MACQUARIE EMG HOLDINGS PTY LIMITED Australia
Macquarie Energia Brasil Ltda. Brazil
6643795 Macquarie Energy Canada Ltd. Canada
664374-4 Macquarie Energy Holdings Canada Ltd. Canada
122300592 MACQUARIE ENERGY HOLDINGS PTY LTD Australia
8253776 Macquarie Energy Leasing Limited United Kingdom
93-1043421 Macquarie Energy LLC United States
Macquarie Energy Mexico, S. de R.L. de C.V. Mexico
20-3690322 Macquarie Energy North America Investments, LLC United States
20-3690322 MACQUARIE ENERGY NORTH AMERICA TRADING INC. United States
Macquarie Equipment Capital Inc. United States
935411-5 Macquarie Equipment Finance (Canada) Limited Canada
8253764 Macquarie Equipment Finance (UK) Limited United Kingdom
262381 MACQUARIE EQUIPMENT FINANCE LIMITED New Zealand
421234 Macquarie Equipment Finance Limited Ireland
605377-7 Macquarie Equipment Finance Ltd./Macquarie Financement Canada
d'É
d'Équipement Ltée.
i
t Lté
475730 Macquarie Equipment Finance Services Limited Ireland
468487 Macquarie Equipment Funding Limited Ireland
459515-H MACQUARIE EQUIPMENT LEASING SDN. BHD. Malaysia
112079268 MACQUARIE EQUIPMENT RENTALS PTY LIMITED Australia
063906392 MACQUARIE EQUITIES (US) HOLDINGS PTY. LIMITED Australia
WN1114218 MACQUARIE EQUITIES CUSTODIANS LIMITED New Zealand
002574923 MACQUARIE EQUITIES LIMITED Australia
WN/1007806 MACQUARIE EQUITIES NEW ZEALAND LIMITED New Zealand
2006/000899/07 Macquarie Equities South Africa (Pty) Ltd South Africa
001374572 MACQUARIE EQUITY CAPITAL MARKETS PTY LIMITED Australia
7713808 Macquarie Euro Limited United Kingdom
114801464 MACQUARIE EUROPEAN FINANCIAL INVESTMENTS PTY LTD Australia
078771123 MACQUARIE EUROPEAN HOLDINGS PTY LIMITED Australia
F15820 MACQUARIE EUROPEAN HOLDINGS PTY LIMITED (HONG KONG Hong Kong
BRANCH)
LP017128 Macquarie European Infrastructure Fund 5 LP United Kingdom
06146573 Macquarie European Investment Holdings Limited United Kingdom
8253782 Macquarie European Rail Limited United Kingdom
B172.199 Macquarie European Rail Limited (Luxembourg Branch) Luxembourg
Macquarie Executive Holdings LLC United States
06863285 Macquarie Factoring (UK) Limited United Kingdom
116582524 MACQUARIE FARM ASSETS AND RESOURCES MANAGEMENT Australia
PTY LIMITED
122169304 MACQUARIE FARM SERVICES PTY LIMITED Australia
13-3789912 Macquarie Fastracks Holdings LLC United States
26-2864605 Macquarie FG Holdings Inc. United States
6855383 Macquarie FICC (UK) Limited United Kingdom
Macquarie FICC Holdings USA Inc. United States
132 573 436 MACQUARIE FIEX INVESTMENT PTY LIMITED Australia
U65999MH2009PTC1908 MACQUARIE FINANCE (INDIA) PRIVATE LIMITED India
63
118817440 MACQUARIE FINANCE HOLDINGS LIMITED Australia
106-81-94256 MACQUARIE FINANCE KOREA CO., LTD. Korea, Republic of
001214964 MACQUARIE FINANCE LIMITED Australia
13-3789912 Macquarie Financial Holdings (USA) LLC United States
124071398 MACQUARIE FINANCIAL HOLDINGS PTY LIMITED Australia
F15819 MACQUARIE FINANCIAL HOLDINGS PTY LIMITED (HONG KONG Hong Kong
BRANCH)
4228146 Macquarie Financial Ltd./Financiere Macquarie Ltee. Canada
61-1718672 Macquarie Financial Markets LLC United States
095135694 MACQUARIE FINANCIAL PRODUCTS MANAGEMENT LIMITED Australia
200800950C MACQUARIE FINANCIAL SERVICES (ASIA) PTE. LIMITED (in Singapore
liquidation wef 29 Sep 2015)
128948498 MACQUARIE FINANCIAL SERVICES HOLDINGS PTY LIMITED Australia
2007/030612/07 Macquarie Financial Trustees (Proprietary) Limited South Africa
069344154 MACQUARIE FLEET LEASING PTY LIMITED Australia
HRB 98935 Macquarie Fonds GmbH Germany
HRB 99628 Macquarie Fondsmanagement GmbH Germany
163 421 761 MACQUARIE FORESTRY MANAGEMENT PTY LIMITED Australia
093752946 MACQUARIE FORESTRY SERVICES PTY LIMITED Australia
481 104 479 R.C.S. Paris Macquarie France SARL France
127735960 Macquarie Fund Advisers Pty Limited Australia
657826-8 Macquarie Funding Holdings Canada Ltd. Canada
20-5913559 MACQUARIE FUNDING HOLDINGS LLC United States
6581935 Macquarie Funding Inc. Canada
LP00000352 MACQUARIE FUNDING LIMITED PARTNERSHIP Australia
Macquarie Funding LLC United States
Macquarie Funding USA Inc. United States
20-3783039 MACQUARIE FUNDS MANAGEMENT (USA) INC. United States
093177407 MACQUARIE FUNDS MANAGEMENT HOLDINGS PTY LIMITED Australia
724745 MACQUARIE FUNDS MANAGEMENT HONG KONG LIMITED Hong Kong
006880217 MACQUARIE FUNDS MANAGEMENT PTY LIMITED Australia
170076 MACQUARIE FUTURES & OPTIONS (HONG KONG) LIMITED Hong Kong
20-4193486 Macquarie Futures USA LLC United States
137072112 MACQUARIE FX INVESTMENTS PTY LTD Australia
128219330 MACQUARIE GCUH HOLDINGS PTY LIMITED Australia
HRB 82733 Macquarie Germany Holdings GmbH Germany
091487384 Macquarie Global Bond Fund Australia
068897C1/GBL MACQUARIE GLOBAL FINANCE SERVICES (MAURITIUS) LIMITED Mauritius
05259497 Macquarie Global Investments (UK) Limited United Kingdom
194165 MACQUARIE GLOBAL OPPORTUNITIES PARTNERS GP LTD Cayman Islands
131661697 MACQUARIE GLOBAL OPPORTUNITIES PARTNERS INVESTMENT
MACQUARIE GLOBAL OPPORTUNITIES PARTNERS
A stralia
Australia
PTY LTD
20-8983535 Macquarie Global Opportunities Partners LLC United States
Macquarie Global Services (USA) LLC United States
U93090DL2007FTC19900 MACQUARIE GLOBAL SERVICES PRIVATE LIMITED India
6
05488013 Macquarie GP Limited United Kingdom
05718600 Macquarie GP2 Limited United Kingdom
1396768 Macquarie Greater China Infrastructure Advisory Limited Hong Kong
WK-245599 Macquarie Greater China Infrastructure Management Limited Cayman Islands
124071389 MACQUARIE GROUP (US) HOLDINGS NO.1 PTY LTD Australia
200412291W MACQUARIE GROUP HOLDINGS (SINGAPORE) PTE. LIMITED Singapore
06357992 Macquarie Group Holdings (UK) No.1 Limited United Kingdom
06357999 Macquarie Group Holdings (UK) No.2 Limited United Kingdom
1952566 MACQUARIE GROUP HOLDINGS NEW ZEALAND LIMITED New Zealand
124071478 MACQUARIE GROUP HOLDINGS NO.3 PTY LTD Australia
07438584 Macquarie Group Investments (UK) No.2 Limited United Kingdom
122169279 MACQUARIE GROUP LIMITED Australia
245979 MACQUARIE GROUP NEW ZEALAND LIMITED New Zealand
200703288K MACQUARIE GROUP SERVICES (SINGAPORE) PTE. LIMITED Singapore
116467031 MACQUARIE GROUP SERVICES AUSTRALIA PTY LTD Australia
FC027877 MACQUARIE GROUP SERVICES AUSTRALIA PTY LTD (UK United Kingdom
BRANCH)
609449149 MACQUARIE GROUP TREASURY PTY LTD Australia
728003-3 Macquarie Holdings (Canada) Ltd Canada
388232 MACQUARIE HOLDINGS (MEXICO), S.A. DE C.V. Mexico
200703280D MACQUARIE HOLDINGS (SINGAPORE) PTE. LTD. Singapore
13-3789912 MACQUARIE HOLDINGS (U.S.A.) INC. United States
06309919 Macquarie Holdings (UK) No.1 Limited United Kingdom
2006/000891/07 Macquarie Holdings South Africa (Pty) Limited South Africa
not registered MACQUARIE HOLDINGS TRUST Australia
MC-199805 Macquarie Hong Kong Finance Limited Cayman Islands
133001751 MACQUARIE I A RETURNS PTY LIMITED Australia
36-4307649 MACQUARIE INC United States
58341C1/GBL MACQUARIE INDIA HOLDINGS LIMITED Mauritius
200823500E MACQUARIE INDIA INFRASTRUCTURE MANAGEMENT HOLDINGS Singapore
PTE. LIMITED
130542924 MACQUARIE INDIA PROPERTIES PTY LIMITED Australia
C41803 MACQUARIE INDUSTRIAL INVESTMENTS MALTA LIMITED Malta
CS201221372 MACQUARIE INFRASTRUCTURE ADVISORY (PHILIPPINES) INC. Philippines
03976881 Macquarie Infrastructure and Real Assets (Europe) Limited United Kingdom
Macquarie Infrastructure and Real Assets (Europe) Limited (Spain) Spain
CL1804 Macquarie Infrastructure and Real Assets (Europe) Limited, DIFC United Arab Emirates
Representative Office
499 798 742 R.C.S. Paris Macquarie Infrastructure and Real Assets (Europe) Limited, Paris France
Branch
623285 Macquarie Infrastructure and Real Assets (Hong Kong) Limited Hong Kong
U67190MH2013PTC2418 Macquarie Infrastructure and Real Assets (India) Private Limited India
09
784370-4 Macquarie Infrastructure and Real Assets (Sales) Canada Ltd Canada
200513362E MACQUARIE INFRASTRUCTURE AND REAL ASSETS Singapore
(SINGAPORE) PTE. LIMITED
082018399 MACQUARIE INFRASTRUCTURE AND REAL ASSETS HOLDINGS Australia
PTY LIMITED
20-8983572 Macquarie Infrastructure and Real Assets Inc. United States
8248121 Macquarie Infrastructure and Real Assets Investments Limited United Kingdom
401814 Macquarie Infrastructure and Real Assets México, S.A. de C.V. Mexico
084828437 Macquarie Infrastructure and Real Assets Pty Limited Australia
B138295 Macquarie Infrastructure and Real Assets SA Luxembourg
Macquarie Infrastructure Developments LLC United States
074311390 MACQUARIE INFRASTRUCTURE FUNDS MANAGEMENT PTY Australia
LIMITED
5755862 Macquarie Infrastructure GP Limited United Kingdom
CH-170.3.028.960-5/ MACQUARIE INFRASTRUCTURE HOLDINGS AG (in liquidation) Switzerland
WK-228075
112772871
MACQUARIE INFRASTRUCTURE LIMITED
MACQUARIE INFRASTRUCTURE MANAGEMENT (ASIA) PTY
Cayman Islands
Australia
LIMITED
T06FC6823A MACQUARIE INFRASTRUCTURE MANAGEMENT (ASIA) PTY Singapore
LIMITED - SINGAPORE BRANCH
20-0643354 MACQUARIE INFRASTRUCTURE MANAGEMENT (USA) INC United States
115524028 MACQUARIE INFRASTRUCTURE MANAGEMENT LIMITED Australia
4339673 Macquarie Infrastructure Partners Canada GP Ltd.
M
Macquarie Infrastructure Partners II GP
i
I f
t
t
P
t
II GP LLC
Canada
U it d St t
United States
20-4166306 MACQUARIE INFRASTRUCTURE PARTNERS INC
United States
20-8983572 Macquarie Infrastructure Partners U.S. GP LLC United States
46726 Macquarie Infrastructure Philippines Limited Bermuda
29003 MACQUARIE INFRASTRUCTURE PRIVATE TRUSTEE COMPANY Bermuda
LIMITED
41533 MACQUARIE INFRASTRUCTURE REINSURANCE COMPANY Bermuda
LIMITED
200505701K MACQUARIE INSURANCE (SINGAPORE) PTE. LTD. Singapore
092985263 MACQUARIE INTERNATIONAL FINANCE LIMITED Australia
04125302 Macquarie International Holdings Limited United Kingdom
310000400294785 (Jing MACQUARIE INTERNATIONAL HOUSING AND LAND CONSULTING China
An) (SHANGHAI) COMPANY LIMITED
36305 MACQUARIE INTERNATIONAL INFRASTRUCTURE FUND LIMITED Bermuda
108590996 MACQUARIE INTERNATIONAL INVESTMENTS PTY LIMITED Australia
01802574 Macquarie International Limited United Kingdom
F11422 MACQUARIE INTERNATIONAL LIMITED (HONG KONG BRANCH) Hong Kong
169002 MACQUARIE INTERNATIONAL NEW YORK PARKING CO Cayman Islands
502151 Macquarie International Services Limited Hong Kong
04957256 Macquarie Internationale Investments Limited United Kingdom
36631 MACQUARIE INVESTMENT (HONG KONG) LIMITED Hong Kong
110000410210419 MACQUARIE INVESTMENT ADVISORY (BEIJING) CO LTD China
91310000MA1K31CL4R Macquarie Investment Consulting (Shanghai) Co Ltd. China
112017919 MACQUARIE INVESTMENT HOLDINGS NO.2 PTY LIMITED Australia
122939600 MACQUARIE INVESTMENT HOLDINGS PTY LIMITED Australia
41471 MACQUARIE INVESTMENT MANAGEMENT (BERMUDA) LIMITED Bermuda
WN1114216 MACQUARIE INVESTMENT MANAGEMENT (NZ) LIMITED New Zealand
092552611 MACQUARIE INVESTMENT MANAGEMENT AUSTRALIA LIMITED Australia
FN 171881 t Macquarie Investment Management Austria Kapitalanlage AG Austria
09612439 Macquarie Investment Management Europe Limited United Kingdom
086159060 MACQUARIE INVESTMENT MANAGEMENT GLOBAL LIMITED Australia
FN 350922 m Macquarie Investment Management Holdings (Austria) GmbH Austria
604 942 127 MACQUARIE INVESTMENT MANAGEMENT HOLDINGS PTY Australia
LIMITED
116-81-22180 MACQUARIE INVESTMENT MANAGEMENT KOREA CO., LTD. Korea, Republic of
002867003 MACQUARIE INVESTMENT MANAGEMENT LTD Australia
B108283 MACQUARIE INVESTMENT MANAGEMENT S.à r.l. Luxembourg
071745401 MACQUARIE INVESTMENT SERVICES LIMITED Australia
2009/012283/07 Macquarie Investments (Proprietary) Limited South Africa
WK-133809 MACQUARIE INVESTMENTS (SINGAPORE) LIMITED Cayman Islands
04104671 Macquarie Investments (UK) Limited United Kingdom
05582630 Macquarie Investments 1 Limited United Kingdom
05708696 Macquarie Investments 2 Limited United Kingdom
07012592 Macquarie Investments 3 Limited United Kingdom
069416977 MACQUARIE INVESTMENTS AUSTRALIA PTY LIMITED Australia
HRB 74953 Macquarie Investments Deutschland GmbH Germany
n/a Macquarie Investments LLC United States
45-2856257 Macquarie Investments US Inc. United States
119211433 MACQUARIE INVESTORS PTY LTD Australia
107147222 MACQUARIE JAPAN INFRASTRUCTURE NO.1 PTY LIMITED Australia
0100-03-012002 MACQUARIE JAPAN INFRASTRUCTURE NO.1 PTY LIMITED Japan
(JAPAN BRANCH)
107147188 MACQUARIE JAPAN INFRASTRUCTURE NO.2 PTY LIMITED Australia
0100-03-011932 MACQUARIE JAPAN INFRASTRUCTURE NO.2 PTY LIMITED Japan
(JAPAN BRANCH)
117560282 MACQUARIE JAPAN INFRASTRUCTURE NO.3 PTY LIMITED Australia
117560415 MACQUARIE JAPAN INFRASTRUCTURE NO.4 PTY LIMITED Australia
0100-03-012591 MACQUARIE JAPAN INFRASTRUCTURE NO.4 PTY LIMITED Japan
(JAPAN BRANCH)
LP16087 Macquarie Juweel Investor LP United Kingdom
104-81-76330
104-81-95716
MACQUARIE KOREA ASSET MANAGEMENT CO., LTD.
MACQUARIE KOREA OPPORTUNITIES MANAGEMENT, LTD.
Korea, Republic of
Korea, Republic of
110356968 MACQUARIE LAH PTY LIMITED Australia
100000400011564 MACQUARIE LEASING (CHINA) CO LIMITED China
02997799 Macquarie Leasing (UK) Limited United Kingdom
05867292
002675032
Macquarie Leasing Limited
MACQUARIE LEASING NSW PTY. LIMITED
United Kingdom
Australia
002674982 MACQUARIE LEASING PTY. LIMITED Australia
OC363068 Macquarie Lending & Investment Partners LLP United Kingdom
003963773 MACQUARIE LIFE LIMITED Australia
HRB 74075 Macquarie Management GmbH Germany
099 813 028
099 813
MACQUARIE MASTER GEARED GROWTH FUND
MACQUARIE MASTER GEARED GROWTH
A
li us ralia
t
090 079 413 MACQUARIE MASTER SMALL COMPANIES FUND Australia
133000987 MACQUARIE MAURITIUS INVESTMENTS LIMITED
Mauritius
MACQUARIE MDW INVESTMENTS PTY LTD Australia
639997-5 Macquarie Metals and Energy Capital (Canada) Ltd. Canada
04920378 Macquarie Meters 2 (UK) Limited United Kingdom
07361419 Macquarie Meters 3 (UK) Limited United Kingdom
1344888 Macquarie Meters 4 Limited Hong Kong
9794737 Macquarie Meters 5 (UK) Limited United Kingdom
MACQUARIE MEXICO HOLDINGS S.A. DE C.V Mexico
397181 MACQUARIE MEXICO INFRASTRUCTURE MANAGEMENT, S.A. DE Mexico
C.V.
477795 Macquarie Mexico Real Estate Management, S.A. de C.V. Mexico
4508971 MACQUARIE MICROSTAR HOLDINGS INC United States
095180564 MACQUARIE MIDDLE EAST HOLDINGS PTY LIMITED Australia
130225222 MACQUARIE MIRA FUND INVESTMENTS PTY LTD Australia
120070788 MACQUARIE MORTGAGES CANADA HOLDINGS PTY LIMITED Australia
057760175 MACQUARIE MORTGAGES PTY LIMITED Australia
22-3840451 MACQUARIE MORTGAGES USA INC United States
200404077D MACQUARIE NE HOLDINGS (SINGAPORE) PTE. LIMITED Singapore
6798497 Macquarie New World Gaming Canada Ltd. Canada
N/A Macquarie New World Gaming Partnership Canada
334868 MACQUARIE NEW ZEALAND LIMITED New Zealand
Macquarie NG-KIH Holdings, LLC United States
123851436 MACQUARIE NOOSA PTY LTD Australia
3481018 Macquarie North America Ltd. Canada
129 961 986 Macquarie NRAS Trust Australia
008595711 MACQUARIE NZ HOLDINGS PTY LIMITED Australia
129 590 576 MACQUARIE OFFSHORE SERVICES PTY LTD Australia
FS200805155 Macquarie Offshore Services Pty Ltd - Philippine Branch Philippines
20-5426915 MACQUARIE OIL AND GAS HOLDINGS INC United States
770975-7 Macquarie Oil Services Canada Ltd Canada
OF2150 MACQUARIE ONE LIMITED United Arab Emirates
Macquarie One LLC United States
002934705 MACQUARIE OPTIONS PTY. LIMITED Australia
115251619 MACQUARIE PAYMENTS INFRASTRUCTURE HOLDINGS PTY
LIMITED
Australia
6349353 MACQUARIE PETERBOROUGH HOSPITAL INVESTMENTS LIMITED United Kingdom
20-3690322 Macquarie Physical Commodities, LLC United States
45-1622999 Macquarie Physical Metals (USA) Inc. United States
27-4554619 Macquarie PMI LLC United States
Macquarie PMI Manager LLC United States
27-1560871 Macquarie Poinsettia Inc. United States
112561501 MACQUARIE PRINCIPAL PTY LIMITED Australia
082038328 MACQUARIE PRISM PTY LIMITED Australia
116782006 MACQUARIE PRIVATE CAPITAL MANAGEMENT LIMITED Australia
089987388 MACQUARIE PRIVATE PORTFOLIO MANAGEMENT LIMITED Australia
Macquarie Professional Series Global Equity Fund Australia
2292323 Macquarie Projects Limited Hong Kong
064904169 MACQUARIE PROPERTY (OBU) PTY LIMITED Australia
076560917 MACQUARIE PROPERTY FINANCE MANAGEMENT PTY LIMITED Australia
142 083 092 MACQUARIE RADAR HOLDINGS PTY LIMITED Australia
730170-7 Macquarie Rail Canada Limited Canada
20-3609362 MACQUARIE RAIL INC. United States
20-3609362 MACQUARIE RAIL MANAGEMENT LLC United States
26-3872414 MACQUARIE REAL ESTATE ADVISORY SERVICES LLC United States
22-3845767 MACQUARIE REAL ESTATE FINANCE INC United States
13-4055193 MACQUARIE REAL ESTATE INC United States
HE 291792 Macquarie Renaissance Corporate Finance Holdings Limited Cyprus
26-1386300 MACQUARIE RENEWABLE ENERGY INC United States
672846-4 Macquarie Resource Capital Canada Ltd. Canada
130 224 949 MACQUARIE RESOURCES INVESTMENT MANAGEMENT PTY
LIMITED
Australia
07055620 Macquarie Restorations Limited United Kingdom
998584 Macquarie Retail Management (Asia) Limited Hong Kong
1273174 MACQUARIE RETAIL REAL ESTATE MANAGEMENT LIMITED Hong Kong
Macquarie Rolland Inc. United States
535266 Macquarie Rotorcraft Leasing (Ireland) Limited Ireland
46-3045888 Macquarie Rotorcraft Leasing, Inc. United States
604 949 144 MACQUARIE SCT PTY LIMITED Australia
002832126 MACQUARIE SECURITIES (AUSTRALIA) LIMITED Australia
310000500275474 MACQUARIE SECURITIES (AUSTRALIA) LIMITED SHANGHAI
MACQUARIE SECURITIES (AUSTRALIA) LIMITED
REPRESENTATIVE OFFICE
China
1748511 MACQUARIE SECURITIES (NZ) LIMITED New Zealand
0105539119915 MACQUARIE SECURITIES (THAILAND) LIMITED Thailand
728007-6 Macquarie Securities Financing Ltd (Canada) Canada
104-81-99444 MACQUARIE SECURITIES KOREA LIMITED Korea, Republic of
003435443 MACQUARIE SECURITIES MANAGEMENT PTY LIMITED Australia
2006/023546/06 MACQUARIE SECURITIES SOUTH AFRICA LIMITED South Africa
641342 MACQUARIE SECURITISATION (HONG KONG) LIMITED Hong Kong
075289002 MACQUARIE SECURITISATION (OBU) PTY LIMITED Australia
003297336 MACQUARIE SECURITISATION LIMITED Australia
Macquarie Septa (Guernsey), LLP Guernsey
LP016856 Macquarie Septa (UK) I, LP United Kingdom
LP016857 Macquarie Septa (UK) II, LP United Kingdom
Macquarie Septa (US) I, LLC United States
Macquarie Septa Aero, LLC United States
496224 MACQUARIE SERVICES (HONG KONG) LIMITED Hong Kong
388231 MACQUARIE SERVICES (MEXICO), S.A. de C.V. Mexico
27-3610899 Macquarie Services (USA) LLC United States
608 027 667 MACQUARIE SERVICES PARTNERSHIP PTY LIMITED Australia
11.988.470/001-21 Macquarie Servicos Agricolas Limitada Brazil
45-4703789 Macquarie Sierra Investment Holdings Inc. United States
EC#39329 MACQUARIE SPECIALISED ASSET MANAGEMENT (BERMUDA) Bermuda
LIMITED
075295608 MACQUARIE SPECIALISED ASSET MANAGEMENT 2 LIMITED Australia
087382965 MACQUARIE SPECIALISED ASSET MANAGEMENT LIMITED Australia
125 574 389 MACQUARIE SPECIALIST INVESTMENTS LENDING LIMITED Australia
46-2151809 Macquarie Storage Investments Inc. United States
086587635 MACQUARIE STRUCTURED AND SPECIALIST INVESTMENTS Australia
HOLDINGS PTY LIMITED
HRB 87430 Macquarie Structured Products (Europe) GmbH Germany
2009/012427/10 Macquarie Structured Products (International) Limited (Registered as South Africa
an external Company in South Africa)
065747417 MACQUARIE STRUCTURED PRODUCTS (INTERNATIONAL) PTY Australia
LIMITED
489855 Macquarie Structured Securities (Europe) Public Limited Company Ireland
008607038 MACQUARIE SWAN STREET PTY LIMITED Australia
065309033 MACQUARIE SYNDICATION (NO.12) PTY LIMITED Australia
20-5913559 MACQUARIE TCG (USA) LLC United States
080218846 MACQUARIE TECHNOLOGY INVESTMENTS PTY LIMITED Australia
680639-2 Macquarie Technology Services (Canada) Ltd. Canada
080472751 MACQUARIE TECHNOLOGY VENTURES PTY LTD Australia
Macquarie Texas Loan Holder LLC United States
008606906 MACQUARIE THIRTY-THIRD AVIATION LEASING PTY. LIMITED Australia
20-5913622 MACQUARIE TRADING SERVICES INC United States
HRB 76979 Macquarie Treuvermögen GmbH Germany
2007/035961/07 Macquarie Trustees South Africa (Proprietary) Limited South Africa
008607109 MACQUARIE TWENTIETH AVIATION LEASING PTY. LIMITED Australia
02579363 Macquarie UK Holdings Limited United Kingdom
05452920 Macquarie UK Passenger Leasing Limited United Kingdom
46-1366111 Macquarie US Gas Supply LLC United States
Macquarie US MPIP GP LLC United States
Macquarie US MPIP LP LLC United States
45-2856257 Macquarie US Trading LLC United States
261723 MACQUARIE VEHICLES (NZ) LIMITED New Zealand
2299526 Macquarie Ventures (Hong Kong) Limited Hong Kong
26-2274361 Macquarie Veridian Cove Inc. United States
HRB 99629 Macquarie Vermögenstreuhand GmbH Germany
HRB 232580 Macquarie Verwaltungs GmbH Germany
Macquarie Washington Wind LLC United States
26-1573148 Macquarie Water Heater Rentals Holdings 2 LLC United States
26-0371235 Macquarie Water Heater Rentals Holdings LLC United States
26-0371235 Macquarie Water Heater Rentals LLC United States
27-0201039 MACQUARIE WATERFRONT PEARL INC. United States
32-0410260 Macquarie Wind Farm LLC United States
603 363 220 MACQUARIE WORSLEY HOLDINGS PTY LIMITED Australia
213181 Macquarie Zhaopin Holdings Limited Cayman Islands
46-2716036 Macquarie-PowerFin Solar, LLC United States
LP17160 MAIF EU Feeder LP United Kingdom
41968 MAIP INTERNATIONAL HOLDINGS LIMITED Bermuda
41969 MAIP INVESTMENTS LIMITED Bermuda
Not registered MAIT Sub-Trust 2 Australia
66690 MALL Partners I LDC
MALL Partners I,
Cayman Islands
Cayman
86503 MALL Partners II Limited Cayman Islands
CR-93169 MALL Partners III Limited Cayman Islands
MAP HOLDING TRUST Australia
MC-257951 MAP II GP Limited Cayman Islands
509 298 634 RCS Paris MASC (France) SARL France
LL08078 MASL (Labuan) Limited Malaysia
446197 MASL Ireland (10) Limited Ireland
446196 MASL Ireland (11) Limited Ireland
446206 MASL Ireland (13) Limited Ireland
446207 MASL Ireland (14) Limited Ireland
446191 MASL Ireland (22) Limited Ireland
447474 MASL Ireland (25) Limited Ireland
447987 MASL Ireland (26) Limited Ireland
448204 MASL Ireland (27) Limited Ireland
447980
447981
MASL Ireland (28) Limited
MASL Ireland (29) Limited
Ireland
Ireland
446204 MASL Ireland (3) Limited Ireland
447982 MASL Ireland (30) Limited Ireland
447983 MASL Ireland (31) Limited Ireland
451456 MASL Ireland (34) Limited Ireland
451173 MASL Ireland (35) Limited Ireland
446203 MASL Ireland (4) Limited Ireland
446202 MASL Ireland (5) Limited Ireland
446201 MASL Ireland (6) Limited Ireland
446200 MASL Ireland (7) Limited Ireland
446199 MASL Ireland (8) Limited Ireland
446198 MASL Ireland (9) Limited Ireland
556734-5524 MASL Sweden (1) AB Sweden
556734-6068 MASL Sweden (2) AB Sweden
556734-9310
556734-9328
MASL Sweden (3) AB
MASL Sweden (4) AB
Sweden
Sweden
556741-2498 MASL Sweden (7) AB Sweden
556741-2506 MASL Sweden (8) AB Sweden
06386342 MASL UK (1) Limited United Kingdom
MBL COVERED BOND TRUST Australia
008607092 MBL REALTY INVESTMENT MANAGEMENT PTY. LIMITED Australia
363941 MC CAPITAL GROUP (in voluntary liquidation) Ireland
146 752 329 MC EDUCATION HOLDINGS PTY LTD Australia
078223382
26-1386300
MCF LEASING PTY LIMITED
MCP Solar Assets Partners I LLC
Australia
United States
26-2282798 MCP Solar Assets Partners II LLC United States
90-1003550 MD - PTH, LLC United States
Meadowlark Capital LLC United States
Meadowlark Depositor LLC United States
Meadowlark Insurance Company LLC United States
Medical Student Loan Trust United States
04866246 MEIF (UK) Limited United Kingdom
132 468 734
MC-285616
MELRO HOLDCO PTY LIMITED
MENA Infrastructure Development Company Ltd
Australia
Cayman Islands
568712 Merino Aerospace Finance 35845 Limited Ireland
568713 Merino Aerospace Finance 36566 Limited Ireland
568710 Merino Aerospace Finance 36707 Limited Ireland
568711 Merino Aerospace Finance 4257-1 Limited Ireland
570137 Merino Aerospace Finance 5482-1 Limited Ireland
568706 Merino Aerospace Finance 6350 Limited Ireland
568707 Merino Aerospace Finance 6458 Limited Ireland
568708
568709
Merino Aerospace Finance 6500 Limited
Merino Aerospace Finance 6538 Limited
Ireland
Ireland
Merino Air Leasing, Inc. United States
084781493 MERIT NO.1 PTY LIMITED Australia
200708397H MGJ HOLDINGS PTE. LIMITED Singapore
20-8983572 MGOP Feeder I GP LLC United States
356-88-00177 M-GREEN HOLDINGS LIMITED Korea, Republic of
26-4389305 MIAC SERVICES INC. United States
58972
7
MIDF UK1 GUERNSEY GP LIMITED
MIDF UK1 LLP
Guernsey
Guernsey
59027 MIDF UK1B GUERNSEY GP LIMITED Guernsey
20-8723490 MIF US Investment Holdings LLC United States
20-8879012 MIF US INVESTMENT PARTNERSHIP United States
13-3789912 MIHI LLC United States
38-3938360 MIP III (ECI) GP LLC United States
MIP III Tigerfish (Canada) GP LLC
MIP III Tigerfish (Canada) GP
United States
United
0100-02-032951 MJL ACE LTD. Japan
810 610 205 Mongoose Acquisition LLC United States
103410297 MONGOOSE PTY LTD Australia
WK-133920 Monkwell Investments Limited (in voluntary liquidation) Cayman Islands
20-5336393 Moonstone Lien Investments, LLC United States
08108683 Mornington Funding 2012-1 PLC (in voluntary liquidation) United Kingdom
08108607 Mornington Holding Limited (in voluntary strike off) United Kingdom
8499211 MPF Nominees Limited United Kingdom
451722 MPFI INVESTMENTS LIMITED (in members' voluntary liquidation) Ireland
MC-162571 MQ ABSOLUTE RETURN STRATEGIES - ASIA Cayman Islands
061160558 MQ CAPITAL PTY LIMITED Australia
086438995 MQ SPECIALIST INVESTMENT MANAGEMENT LIMITED Australia
U51909MH2012FTC2265 MQG Commodities (India) Private Limited India
45
N.A. (see note) MQG Commodities (India) Private Limited (Delhi Branch office) India
OGRN 1117746637348 MRIF LLC Russian Federation
124335333 MTF HOLDINGS PTY LIMITED Australia
003337675 NANWAY NOMINEES PTY LIMITED Australia
n/a NDI NO.1 LLC United States
90-0891597 New Jersey Boardwalk Lien Investments, LLC United States
B132283 New World Gaming International S.a.r.l Luxembourg
46-1504548 New York Crystal Swan, LLC United States
NewZoom Holdings Inc. United States
NewZoom, Inc. United States
BC0883591 NWG Canada Investments Ltd. Canada
157723441 NZ MORTGAGES PTY LTD Australia
3791037 NZ MORTGAGES PTY LTD (Branch Office) New Zealand
CR-114570 O'Farrell Leasing (Holdings) Ltd. Cayman Islands
27-4650575 OLF, LLC United States
26-33383464 One Call Debt Help LLC United States
131 233 719 OPEN BROADBAND AUSTRALIA PTY LTD Australia
OpenFiber Kentucky Company, LLC United States
113519823 OT HOLDINGS PTY LIMITED Australia
115771992 OUTPLAN PTY LIMITED Australia
071982244 PACIFIC RIM OPERATIONS LIMITED Australia
26-1286651 PADUA MG HOLDINGS LLC United States
66 531 917 920 PELICAN WAREHOUSE TRUST NO.1 Australia
PEREGRINE SELLER TRUST Australia
PEREGRINE SERIES TRUST 2009-1 Australia
09877838 Perisher MidCo Limited United Kingdom
9879899 Perisher StorageCo Limited United Kingdom
119964 Perisher TopCo Limited Jersey
Permian Water Supply Company LLC United States
752614982 Petro Tradelinks Inc. United States
Pipeline Rehabilitation No.4 Trust Australia
608629509 PIQ1 PTY LTD Australia
529690 Poseidon InvestCo GP Ireland Limited Ireland
09.03.1.67.21972 PT MACQUARIE CAPITAL SECURITIES INDONESIA Indonesia
09.03.1.05.73897 PT MACQUARIE COMMODITIES INDONESIA Indonesia
09.03.1.70.68374 PT MPM INDONESIA Indonesia
not registered PUMA GLOBAL TRUST NO.5 Australia
not registered PUMA GLOBAL TRUST NO.6 Australia
064904212 PUMA MANAGEMENT PTY LIMITED Australia
not registered
no registered
PUMA MASTER FUND P-10
PUMA MASTER FUND P-11
Australia
Australia
PUMA MASTER FUND P-8 Australia
PUMA MASTER FUND P-9
PUMA MASTER FUND S-2
Australia
Australia
PUMA MASTERFUND H-1 Australia
PUMA MASTERFUND P12 Australia
PUMA MASTERFUND P-13 Australia
PUMA MASTERFUND P-14 Australia
not registered PUMA MASTERFUND P-15 Australia
PUMA MASTERFUND P-16 Australia
PUMA MASTERFUND P-17 Australia
PUMA Masterfund P-18 Australia
PUMA Masterfund P-19 Australia
PUMA Masterfund S-10 Australia
PUMA MASTERFUND S-11 Australia
PUMA Masterfund S-12 Australia
PUMA Masterfund S-13 Australia
PUMA Masterfund S 14
PUMA Masterfund S-14
Australia
PUMA MASTERFUND S3 Australia
PUMA MASTERFUND S-5 Australia
PUMA MASTERFUND S-6 Australia
not registered PUMA MASTERFUND S-7 Australia
PUMA MASTERFUND S-8 Australia
PUMA Masterfund S-9 Australia
PUMA S4 (Group) Australia
PUMA SERIES 2014-1 Australia
PUMA Series 2014-2 Australia
PUMA Series 2014-3P Australia
Not registered PUMA Series 2014-4P Australia
PUMA Series 2015-1 Australia
PUMA Series 2015-2P Australia
PUMA SERIES 2015-3 Australia
PUMA SERIES 2015-4P Australia
PUMA SERIES 2015-5P Australia
PUMA Series 2016-1 Australia
PUMA Series Trust 2013-1 Australia
not registered PUMA SUB FUND CRS Australia
Not registered PUMA SUB FUND GSF Australia
not registered PUMA SUB FUND SPAN Australia
PUMA SUBFUND B-1 Australia
PUMA Subfund B-2 Australia
PUMA SUBFUND COMMBANK Australia
PUMA Warehouse No.1 Australia
PUMA Warehouse No.2 Australia
RC Holdings I LLC United States
RC Holdings II LLC United States
26-5600465 RED HOLLOW WIND LLC United States
26-4167476 Regal Capital Advisors, LLC United States
26-4203808 Regal Capital Group, LLC United States
not registered REGIONAL MEDIA TRUST Australia
Relational Technology Services, Inc. United States
150 449 684 RELOAD WIND FARM PTY LTD Australia
RELOAD WIND FARM TRUST Australia
124947388 RESF NO. 1 PTY LTD Australia
200921086K RESOURCE MARINE PTE. LIMITED Singapore
FC029978 Resource Marine Pte. Limited (UK Establishment) United Kingdom
23-2828161 Retirement Financial Services, Inc. United States
114 594 080 REVERSE MORTGAGE SERVICES PTY LTD Australia
RISK ADVICE SPECIALISTS PTY LTD Australia
153718079
U74140MH2008PTC1846
28
SBI Macquarie Infrastructure Management Private Limited India
U93093MH2009PTC1962
22
SBI Macquarie Infrastructure Trustee Private Limited India
201420398Z SELENE INVESTMENTS SINGAPORE PTE. LTD. Singapore
Service Line Warranties of America, Inc. United States
Service Line Warranties of America, Inc. United States
BC0996659 Service Line Warranties of Canada Holdings, Inc. Canada
BC0996652 Service Line Warranties of Canada, Inc. Canada
20-5913622 SHELBY ENERGY HOLDINGS, LLC United States
464139 Shichi Limited (in voluntary liquidation) Ireland
2008/022345/07 Shieldco Securities S1 (Pty) Limited South Africa
SMART ABS Series 2012-2US Trust Australia
to be incorporated SMART ABS Series 2012-3EQ Trust Australia
not registered SMART ABS Series 2012-4US Trust Australia
unlisted SMART ABS Series 2013-1US Trust Australia
not registered SMART ABS Series 2013-2 US Trust Australia
SMART ABS Series 2013-3 Trust Australia
SMART ABS Series 2013-4PP Trust Australia
SMART ABS Series 2014-1 US Trust Australia
SMART ABS Series 2014-2E TRUST Australia
SMART ABS Series 2014-3PP Trust Australia
SMART ABS Series 2014-4 Trust Australia
SMART ABS Series 2015-1US Trust Australia
SMART ABS Series 2015-2 Trust Australia
SMART ABS Series 2015-3US Trust Australia
SMART ABS SERIES 2015-4E TRUST Australia
SMART ANZ WAREHOUSE Trust Australia
SMART J WAREHOUSE TRUST Australia
SMART O Warehouse Trust Australia
SMART RBS WAREHOUSE TRUST
SMART RBS WAREHOUSE
Australia
unlisted SMART Series 2012-1US Trust Australia
SMART U Warehouse Trust Australia
80-0852389 South Carolina Sandy Tyger Investments, LLC United States
Specialty Finance Holdings, Inc. United States
Sterling TC Holdings LLC United States
Sterling TC Property Owner LLC United States
34298324 Stichting Security Trustee E-MAC DE 2009-I Netherlands
HRB80040 Structural Support Systems Germany GmbH Germany
Summerset Holdings LLC United States
Summerset Property Owner LLC United States
MC189031 SYNTHETIC ASSET FUNDING ENTITY 1 LIMITED Cayman Islands
MC189033 SYNTHETIC ASSET FUNDING ENTITY 2 LIMITED Cayman Islands
MC189031 SYNTHETIC ASSET FUNDING ENTITY 3 LIMITED Cayman Islands
TA Trust Australia
26-1233254 TAURUS AEROSPACE GROUP INC. United States
20-5474013 Tax Ease CA, LLC United States
37-1750174 Tax Ease Company LLC United States
20-2937172 Tax Ease Employee Services Company LLC United States
75-3130882 Tax Ease Financial Services, LP United States
41-2228674 Tax Ease FL REO, LLC United States
75-3130887 Tax Ease Funding GP LLC United States
90-0909796 Tax Ease Funding Two, LLC United States
75-3130885
20-2937047
Tax Ease Funding, LLC
Tax Ease Holdings LLC
United States
United States
20-2937080 Tax Ease Lien Investments 1 LLC United States
26-4377481 Tax Ease Lien Servicing LLC United States
46-5586117 Tax Ease NV LLC United States
20-2937103 Tax Ease Ohio, LLC United States
42-1664041 Tax Ease PA, LLC United States
113508160 TELBANE 2 PTY LIMITED Australia
070142951 TELBANE PTY LTD Australia
HRB80044 Tension Services Holdings GmbH Germany
OC315196 The Bluebell Transportation LLP United Kingdom
OC315171 The Goonzaran LLP United Kingdom
THE MACQUARIE TOPI40 INVESTMENT TRUST South Africa
IT1872/2007 THE MF TRUST South Africa
80-0939458 TN - PTH, LLC United States
TRAMS ABS Series 2015-1 Australia
TRAMS ABS Series 2015-2W Australia
49847 Trichy Tollway Private Limited India
2012853459 Tristone Capital Global Inc. Canada
208568022 Tristone Capital Inc. Canada
Tristone Capital SA (Argentine Branch) Argentina
2012712838 Tristone Capital SA Ltd Canada
09648750 UK NPD Investments GP Limited United Kingdom
09316859 UK PPP Investments GP Limited United Kingdom
085359833 UPL (SA) PTY LIMITED Australia
055500902 UPMILL NOMINEES PTY LIMITED Australia
081119495 URBAN PACIFIC PTY LIMITED Australia
03705740 Utility Metering Services Limited United Kingdom
45-2982811 Utility Service Partners Private Label of Virginia Inc. United States
20-4282684 UTILITY SERVICE PARTNERS PRIVATE LABEL, INC. United States
20-0258843 UTILITY SERVICE PARTNERS, INC. United States
107-87-51612 VALUE LOAN MORTGAGE LLC Korea, Republic of
8692223 Wala Holding 2 Limited United Kingdom
WK-166995 West Portal Leasing Limited Cayman Islands
20-2937224 Winslow Lien Investments, LLC United States
054813080 WOODROSS NOMINEES PTY. LIMITED Australia
5532426 YBR Feeder GP Limited United Kingdom
1449995 Yorkton Capital Partners II Inc. Canada
1430727 Yorkton Capital Partners Inc. Canada
BIN 100829696 Yorkton Partners 2000 Fund, LP Canada
BIN 110589777 Yorkton Partners 2001 Fund, LP Canada
BIN: 101242931 Yorkton Private Equity Limited Partnership Canada
BIN: 110078755 Yorkton Private Equity Non-Resident Limited Partnership Canada

ANNEXURE 'B'

This is the annexure marked 'B' of 1 page(s) referred to in the Notice of initial substantial holder.

Dennis Leong Company Secretary, Macquarie Group Limited 23 March 2016

Consideration

Date of
change
Person whose relevant
interest changed
Nature of change Consideration Number of securities
affected
Class Person's votes
affected
21-Mar-16 MCAL Macquarie Capital
(Australia) Limited in
conjunction with its affiliates
("MCAL") entered into a Block
Trade Agreement on 21
March 2016 with entities
listed in those agreements
(See Annexure C).
Pursuant to section 608 of the
Corporations Act and the
terms of the Block
Agreement, MCAL acquired
a relevant interest in shares
of Nick Scali Limited.
AUD \$ 3.80 See Annexure C
17-Mar-16 MBL On Market Sale AUD \$4.12 -4,818 FPO 4,818
17-Mar-16 MBL On Market Sale AUD \$4.10 -10,182 FPO 10,182
14-Mar-16 MBL On Market Purchase AUD \$4.20 184 FPO 184
19-Feb-16 MBL Off Market Sale AUD \$4.35 -4,556 FPO 4,556
19-Feb-16 MBL Off Market Sale AUD \$4.35 -31,000 FPO 31,000
19-Feb-16 MBL Off Market Purchase AUD \$4.35 31,000 FPO 31,000
19-Feb-16 MBL Off Market Purchase AUD \$4.35 4,556 FPO 4,556
12-Feb-16 MBL On Market Purchase AUD \$4.36 31,000 FPO 31,000
09-Feb-16 MBL On Market Purchase AUD \$4.39 1,336 FPO 1,336
09-Feb-16 MBL On Market Purchase AUD \$4.38 3,220 FPO 3,220

ANNEXURE 'C'

This is the annexure marked 'C' of 17 pages referred to in the Notice of initial substantial holder

Dennis Leong Company Secretary, Macquarie Group Limited 23 March 2016

COMMERCIAL-IN CONFIDENCE

21 March 2016

Scali Consolidated Pty Limited (ABN 63 002 410 559) 3 Birnie Avenue Lidcombe NSW 2141

(the Vendor)

Dear Sirs

Sale of Shares in Nick Scali Limited (ABN 82 000 403 896)

$\mathbf{1}$ . Introduction

This agreement sets out the terms and conditions upon which the Vendor engages Macquarie Capital (Australia) Limited (ABN 79 123 199 548) (Lead Manager) to dispose of 18,421,053 existing fully paid ordinary shares in Nick Scali Limited (ABN 82 000 403 896) (Company) held by the Vendor (Sale Shares) (Sale) and the Lead Manager agrees to procure the disposal of the Sale Shares and to provide underwriting thereof, subject to clause 2, in accordance with the terms of this agreement.

$2.$ Sale of shares

$2.1$ Sale

The Vendor agrees to sell the Sale Shares and the Lead Manager agrees to:

  • $(a)$ manage the sale of the Sale Shares by procuring purchasers for the Sale Shares at the price of A\$3.80 per Sale Share (Sale Price); and
  • $(b)$ subject to clause 2.7, to underwrite and guarantee the sale of the Sale Shares by purchasing at the Sale Price per Sale Share the Sale Shares which have not been purchased by third party purchasers (or the Lead Manager's Affiliates) in accordance with clause 2.1(a) as at 9.45am on the Trade Date (as defined in the Timetable in Schedule 1) (or such time as the parties agree in writing) (Shortfall Shares).

in accordance with the terms of this agreement. The Lead Manager acknowledges and agrees that the identity of purchasers, and the offers to them, will comply with the requirements of this clause 2 and, subject to the foregoing, may include the Lead Manager's respective Affiliates (as defined in clause 11.5).

$2.2$ Sale and Settlement Date

The Lead Manager will procure that the sale of the Sale Shares under clause 2.1 shall be effected:

  • subject to clause 2.2(b), on the Trade Date, by way of one or more special $(a)$ crossings (in accordance with the Operating Rules of ASX) at the Sale Price, with settlement to follow on a T+2 basis in accordance with the ASX Settlement Operating Rules (Settlement Date); and
  • in respect of any Restricted Shares (as defined in clause 2.7), in accordance with $(b)$ clause 2.8.

$2.3$ Sale Shares

Subject to clause 8, by 3:00pm on the Settlement Date, the Lead Manager shall arrange for the payment to the Vendor, or to a designee as the Vendor directs, of an amount equal to:

  • $(a)$ the Sale Price multiplied by the number of Sale Shares being sold by the Vendor (excluding the number of Restricted Shares retained by the Vendor in accordance with clause 2.7, if any); less
  • the fees payable under clause 3 (together with any GST payable on those fees); $(b)$ less
  • $(c)$ any withholding amounts required to be withheld under clause 10,

by transfer to the Vendor's account for value (in cleared funds) against delivery of the Sale Shares (excluding the Restricted Shares, if any) being sold by the Vendor.

$2.4$ Timetable

The Lead Manager must conduct the Sale in accordance with the timetable set out in Schedule 1 (Timetable) (unless the Vendor consents in writing to a variation).

2.5 Account Opening

On or before the Trade Date, the Lead Manager or its nominated Affiliate will (where relevant) open an account in the name of the Vendor in accordance with its usual practice, and do all such things necessary to enable it to act as Lead Manager to sell the Sale Shares in accordance with this agreement.

$2.6$ Manner of Sale

  • Exempt investors and permitted jurisdictions. The Lead Manager will conduct $(a)$ the Sale by way of an offer only to persons:
  • if in Australia, who do not need disclosure under Part 6D.2 of the $(i)$ Corporations Act 2001 (Cth) (Corporations Act);
  • if outside Australia, to institutional and professional investors in the $(ii)$ Permitted Jurisdictions (as defined below) but not elsewhere (other than the United States in accordance with this agreement) to whom offers for sale of securities may lawfully be made without requiring the preparation, delivery, lodgement or filing of any prospectus or other disclosure document or any other lodgement, registration or filing with, or approval by, a government agency (other than any such requirement with which the Vendor, in its sole and absolute discretion, is willing to comply), as determined by agreement between the Vendor and the Lead Manager; and
  • $(iii)$ in accordance with the foreign offer restrictions provided to the Lead Manager before the execution of this agreement.
  • Investor agreements. The Lead Manager will ensure that any Investor that $(b)$ purchases the Sale Shares (other than any Restricted Shares sold in regular brokered transactions on the ASX in accordance with clause 2.8(d) will be required to confirm, including through deemed representations and warranties, among other things:
  • its status as an investor meeting the requirements of this clause 2.6 and $(i)$ clause $2.8(f)$ or $(g)$ ; and

its compliance with all relevant laws and regulations (including the $(ii)$ takeover and insider trading provisions of the Corporations Act and the Foreign Acquisitions and Takeovers Act 1974 (Cth)).

Permitted Jurisdictions means Belgium, Denmark, France, Germany, Hong Kong, Ireland, Italy, Luxembourg, Netherlands, New Zealand, Norway, Singapore, Sweden, Switzerland, United Arab Emirates (excluding Dubai International Financial Centre) and United Kingdom.

  • $(c)$ Legal and regulatory issues: The Lead Manager will have no obligations under this Agreement unless and until by the relevant time:
  • $(i)$ Vendor has, and has procured that the Issuer has completed a due diligence questionnaire to the satisfaction of the Lead Manager prior to execution of this Agreement:
  • Vendor procures that at the time specified In the Timetable, the Issuer $(ii)$ announces the Sale (including the Vendor's name and the number of Sale Securities to be sold under the Sale) and any Investor Presentation and any Inside Information and any Material Information (each as defined in the Corporations Act) through the Issuer's ASX Announcement Platform (in substantially the form agreed between the parties); and
  • $(iii)$ Vendor procures the Issuer to obtain a trading halt in the Issuer's securities.
  • Allocations. Proposed allocations of the Sale Shares to purchasers will be made $(d)$ by the Lead Manager in its sole discretion.

$2.7$ Principal Shares

Notwithstanding anything else in this Agreement the number of Sale Shares which must be purchased by the Lead Manager under the terms of this Agreement (Principal Shares) will be the lesser of:

  • the Shortfall Shares; and $(a)$
  • the maximum number of the Sale Shares that can be sold to the Lead Manager $(b)$ without breach by the Lead Manager or any of its associates of section 606 of the Corporations Act.

The Lead Manager warrants that the information it provides to the Vendor to enable it to calculate the number of Principal Shares in accordance with this clause 2.7 will, at the time it is given, be accurate. If the number of Principal Shares is less than the number of Shortfall Shares, such difference to be referred to in this Agreement as the Restricted Shares, the Vendor agrees to retain any Restricted Shares, subject to the terms of this Agreement.

$2.8$ Restricted Shares

Advance Amount. By 3:00pm on the Settlement Date, the Lead Manager must $(a)$ advance to the Vendor an amount equal to the number of Restricted Shares (if any) multiplied by the Sale Price (Advance Amount). No interest will be payable on the Advance Amount. The Vendor must repay the Advance Amount from and to the extent that the Vendor receives the proceeds of sale of the Restricted Shares. The outstanding Advance Amount will not be repayable in any circumstances in respect of Restricted Shares not sold by the End Date (as defined in clause 2.8(c) below) and the agency provided for in clause 2.8(c) will terminate at that time or at such earlier time when all Restricted Shares have been sold. If the Vendor receives a dividend or other distribution on a Restricted Share prior to the End Date, where that dividend or distribution was announced on or after the Trade Date, then the

Vendor must pay the after-tax amount of the receipt to the Lead Manager in reduction of the Advance Amount applicable to that Restricted Share.

  • Repayment. The Lead Manager will automatically apply any proceeds of sale of $(b)$ the Restricted Shares as agent against repayment of the Advance Amount by the Vendor, immediately upon receipt of those proceeds.
  • $(c)$ Restricted Shares. If there are Restricted Shares, then the Lead Manager will sell, as agent for the Vendor, in the ordinary course of the Lead Manager's business, the Restricted Shares by the date that is 90 Business Days after the date of this Agreement (End Date). The Vendor must comply with directions of the Lead Manager to transfer Restricted Shares in order to settle any such sale, provided that all sales must be effected by 7.00 pm on the End Date;
  • Execution of sale of Restricted Shares. The Lead Manager agrees that the sale $(d)$ of the Restricted Shares will be effected by way of one or more special crossings in accordance with the Operating Rules of the ASX and the ASX Settlement Operating Rules, and/or by way of one or more regular brokered transactions on the ASX on the condition that neither it, nor any person acting on its behalf, knows, or has reason to know, that the sale has been pre-arranged with, or that the purchaser is, a person in the United States. Settlement of Restricted Shares sold in this manner will occur on a T + 2 basis, (where T represents the date on which the relevant share was sold).
  • Interest in Restricted Shares. The parties acknowledge that the Lead Manager $(e)$ does not acquire any interest in the Restricted Shares (if any) or any rights in them (by way of security or otherwise) in respect of them except as agent for the sale of those shares.
  • U.S. Securities Act The Sale Shares shall only be offered and sold:
  • to persons that are not in the United States in "offshore transactions" (as defined in $(f)$ Rule 902(h) under the U.S. Securities Act of 1933 (U.S. Securities Act)) in reliance on Regulation S under the U.S. Securities Act (Regulation S); or
  • to dealers or other professional fiduciaries organised, incorporated or (if an $(g)$ individual) resident in the United States that are acting for an account (other than an estate or trust) held for the benefit or account of persons that are not "U.S. persons" (as defined in Rule 902(k)(2)(i) of Regulation S) for which they have, and are exercising, investment discretion within the meaning of Rule 902(k)(2)(i) of Regulation S (Eligible U.S Fund Managers) in relation on Regulation S, and each party and its Affiliates and any person acting on behalf of that party have complied with, and will comply with the offering restriction requirements in Regulation S.

3. Fees and costs

  • In consideration of performing its obligations under this agreement the Lead $(a)$ Manager shall be entitled to such fees as the parties agree.
  • $(b)$ The parties will each bear their own legal costs (if any) and all their other out-ofpocket expenses (if any) in connection with this agreement and the transactions contemplated by it.

4. Representations and Warranties

$4.1$ Representations and warranties by Vendor

As at the date of this agreement and on each day until and including the Settlement Date (or in the case where clause 2.7 applies in respect of the Lead Manager, 3 Business Days after the

End Date), the Vendor represents and warrants to the Lead Manager that each of the following statements is true, accurate and not misleading:

  • (body corporate) it is a body corporate validly existing and duly established under $(a)$ the laws of its place of incorporation;
  • $(b)$ (capacity) it has full legal capacity and power to enter into this agreement and to carry out the transactions that this agreement contemplates;
  • $(c)$ (authority) it has taken, or will have taken by the time required, all corporate action that is necessary or desirable to authorise its entry into this agreement and its carrying out of the transactions that this agreement contemplates;
  • $(d)$ (agreement effective) this agreement constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms:
  • $(e)$ (ownership, encumbrances) it is the registered holder and sole legal owner of the Sale Shares and will transfer the full legal and beneficial ownership of those Sale Shares free and clear of all liens, charges, security interests, claims, equities and pre-emptive rights, subject to registration of the transferee(s) in the register of shareholders of the Company:
  • (Sale Shares) following sale by it, the Sale Shares will rank equally in all respects $(f)$ with all other outstanding ordinary shares of the Company, including their entitlement to dividends:
  • (Cleansing statement) the cleansing notices will include all 'excluded information", $(g)$ as defined in the Corporations Act and will not be misleading or deceptive, including by omission and following the issue of cleansing notices, as contemplated by this agreement, the Sale Shares may be offered for sale on the financial market operated by ASX without disclosure to investors under Part 6D.2 of the Corporations Act:
  • (power to sell) it has the corporate authority and power to sell the Sale Shares $(h)$ under this agreement and no person has a conflicting right, whether contingent or otherwise, to purchase or to be offered for purchase the Sale Shares;
  • (no insider trading offence) at the time of execution of this Agreement by the $(i)$ Vendor, the sale of the Sale Shares will not constitute a violation by it of Division 3 of Part 7.10 of the Corporations Act;
  • (breach of law) it will perform its obligations under this Agreement so as to comply $(i)$ with all applicable laws in Australia, including in particular the Corporations Act and the FATA, the United States of America and the jurisdictions specified in clause $2.6(a)(ii);$
  • (Escrow) Vendor represents and warrants that it will not from the date of this $(k)$ Agreement until the day following the announcement of the Issuer's financial results for the financial year ending 30 June 2016 to ASX (the "Escrow Period"). Deal in all or any of the fully paid ordinary shares held by it in the Issuer ("Remaining Securities") after the sale of the Sale Securities pursuant to this Agreement, excluding:
  • $(i)$ a repurchase (whether by buy-back, reduction of capital or other means) of Remaining Securities by the Issuer;
  • any acceptance by the Vendor of a takeover offer for the Issuer in $(ii)$ accordance with Chapter 6 of the Corporations Act or transfer pursuant to a scheme of arrangement under Part 5.1 of the Corporations Act; and

$(iii)$ a sale, transfer, or disposal to a third party where it is a condition of the sale that the third party announce an intention to acquire, or propose a transaction to acquire, greater than 50% of all Remaining Securities.

Each party to this Agreement acknowledges that the representation and warranty in clause $4.1(k)$ :

  • $(i)$ is not intended to and does not give the Lead Manager any power to dispose of, or control the disposal of, the Remaining Securities the subject of the representation and warranty and a breach of the representation and warranty in those circumstances will only give rise to a right to damages and the parties acknowledge that, in such circumstances, damages are an adequate remedy for a breach of the representation and warranty; and
  • has been provided to only address the financial consequences of the Vendor $(iii)$ disposing of, or dealing with, any Remaining Securities held by it and each party to this Agreement acknowledges that the Lead Manager is not entitled to a remedy of specific performance for a breach of the representation and warranty in clause 4.1(k) and has no right to prevent or restrict any Dealing that may give rise to a breach of the representation and warranty in clause $4.1(k)$ .

For the purposes of clause 4.1(k), "Deal", in respect of the "Remaining Securities", means:

  • sell, assign, transfer or otherwise dispose of; $(i)$
  • agree or offer to sell, assign, transfer or otherwise dispose of; $(ii)$
  • enter into any option which, if exercised (whether such exercise is subject to $(iii)$ conditions or otherwise) enables or requires the Vendor to sell, assign, transfer or otherwise dispose of; or
  • decrease or agree to decrease an economic interest in, $(iv)$
  • the Remaining Securities. $(v)$

(Vendor U.S representations)

  • none of it, any of its Affiliates or any person acting on behalf of any of them (other $(1)$ than the Lead Manager or its Affiliates or any person acting on behalf of any of them, as to whom it makes no representation) has offered or sold, or will offer or sell, any of the Sale Shares in the United States, using any form of "general solicitation" or "general advertising" within the meaning of Rule 502(c) under the U.S. Securities Act:
  • $(m)$ with respect to those Sale Shares sold in reliance on Regulation S, none of it, any of its Affiliates, or any person acting on behalf of any of them (other than the Lead Manager or its Affiliates or any person acting on behalf of any of them, as to whom it makes no representation) has engaged or will engage in any "directed selling efforts" (as that term is defined in Rule 902(c) under the U.S. Securities Act);
  • to the best of its knowledge, the Company is a 'foreign private issuer' as defined in $(n)$ Rule 405 under the U.S. Securities Act and there is no 'substantial U.S. market interest' (as defined in Rule 902(j) under the U.S. Securities Act) in the Sale Shares or any security of the same class or series as the Sale Shares;
  • neither it nor any of its Affiliates has taken or will take, directly or indirectly, any $(0)$ action designed to, or that might reasonably be expected to, cause or result in the stabilisation or manipulation of the price of the Sale Shares in violation of any applicable law;

  • none of it, any of its Affiliates or any person acting on behalf of any of them (other $(p)$ than the Lead Manager or its Affiliates or any person acting on behalf of any of them, as to whom it makes no representation or warranty), has solicited any offer to buy, offered to sell or sold, and none of them will solicit any offer to buy, offer to sell or sell in the United States or to, or for the account or benefit of, any person in the United States any security which could be integrated with the sale of the Sale Shares in a manner that would require the offer and sale of the Sale Shares to be registered under the U.S. Securities Act; and

  • subject to compliance by the Lead Manager with its obligation under clauses 4.2(e) $(q)$ to 4.2(i) of this Agreement, it is not necessary to register the offer and sale of the Sale Shares, and the initial resale of the Sale Shares by the Lead Manager, in the manner contemplated by this Agreement under the U.S. Securities Act, it being understood that it makes no representation or warranty about any subsequent resale of the Sale Shares.

$4.2$ Representations and warranties of Lead Manager

As at the date of this Agreement and on each day until and including the Settlement Date (or in the case where clause 2.7 applies in respect of the Lead Manager, 3 Business Days after the End Date), the Lead Manager represents to the Vendor that each of the following statements is correct:

  • (body corporate) It is a body corporate validly existing and duly established and $(a)$ duly incorporated under the laws of its place of incorporation;
  • (capacity) it has full legal capacity and power to enter into this Agreement and to $(b)$ carry out the transactions that this Agreement contemplates;
  • (authority) it has taken, or will have taken by the time required, all corporate action $(c)$ that is necessary or desirable to authorise its entry into this Agreement and its carrying out of the transactions that this Agreement contemplates; and
  • $(d)$ (agreement effective) this Agreement constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms.

(Lead Manager U.S representations)

  • it acknowledges that the offer and sale of the Sale Shares have not been and will $(e)$ not be registered under the U.S. Securities Act and may not be offered or sold in the United States or to, or for the account or benefit of, persons in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act;
  • $(f)$ none of it, its Affiliates nor any person acting on behalf of any of them has solicited offers for or offered to sell, and none of them will solicit offers for, or offer or sell, the Sale Shares in the United States, using any form of "general solicitation" or "general advertising" within the meaning of Rule 502(c) under the U.S. Securities Act;
  • it, its Affiliates and any person acting on behalf of any of them has offered and sold $(g)$ the Sale Shares, and will offer and sell the Sale Shares:
  • to persons that are not in the United States and are not acting for the $(i)$ account or benefit of, persons in the United States in "offshore transactions" (as defined in Rule 902(h) under the U.S. Securities Act) in accordance with Regulation S:
  • with respect to those Sale Shares sold in reliance on Regulation S, none of it, its $(h)$ Affiliates nor any person acting on behalf of any of them has engaged or will

engage in any "directed selling efforts" (as that term is defined in Rule 902(c) under the U.S. Securities Act); and

$(i)$ neither it nor any of its Affiliates has taken or will take, directly or indirectly, any action designed to, or that might reasonably be expected to, cause or result in the stabilisation or manipulation of the price of the Sale Shares in violation of any applicable law.

$4.3$ Reliance

Each party giving a representation and warranty acknowledges that the other parties have relied on the above representations and warranties in entering into this agreement and will continue to rely on these representations and warranties in performing their obligations under this agreement. The above representations and warranties continue in full force and effect notwithstanding completion of this agreement.

$4.4$ Notification

Each party agrees that it will tell the other parties immediately upon becoming aware of any of the following occurring prior to the completion of the sale of the Sale Shares:

  • any change affecting any of the foregoing representations and warranties; or $(a)$
  • any of the foregoing representations or warranties becoming materially untrue or $(b)$ incorrect.

5. Undertakings

$5.1$ Restricted Activities

The Vendor undertakes to the Lead Manager to:

  • not, prior to settlement on the Settlement Date commit, be involved in or acquiesce $(a)$ in any activity which breaches:
  • the Corporations Act and any other applicable laws; $(i)$
  • $(ii)$ its constitution;
  • $(iii)$ the ASX Listing Rules;
  • $(iv)$ any legally binding requirement of ASIC or the ASX, as they apply to the Vendor; and
  • $(b)$ immediately notify the Lead Manager of any breach of any warranty or undertaking given by it under this Agreement;

each of these undertakings being material terms of this Agreement.

5.2 U.S. opinion

Not applicable.

Cleansing Notices 53

The Vendor must, and must procure that the Company does, give to ASX cleansing statements pursuant to section 708A(5)(e)(ii) of the Corporations Act (as amended by ASIC Class Order 08/25):

  • in respect of the sale of the Sale Shares, by 9.00am on the Business Day after the $(a)$ Trade Date; and
  • in respect of the sale of any Restricted Securities within the 5 Business Day period $(b)$ referred to in sections 708A(6)(a)(ii) of the Corporations Act (as amended by ASIC Class Order 08/25 as aforesaid) provided that this sub-clause (b) shall only apply if and to the extent that the Vendor remains a controller of the Company for the purposes of sections 707(5) of the Corporations Act at the time of sale of any Restricted Securities.

6. Indemnity

  • The Vendor agrees with the Lead Manager that it will keep the Lead Manager and its Affiliates $6.1$ and their respective directors, officers and employees (Indemnified Parties) indemnified against any direct or indirect losses, damages, liabilities, costs, claims, actions and demands (including any expenses arising in connection therewith on a dollar for dollar basis) (Losses) to the extent that such Losses are incurred in connection with this Agreement or as a result of a breach of this Agreement by the Vendor, including any breach of any of the above representations, warranties or undertakings given by the Vendor, and will reimburse the Lead Manager for all out of pocket costs, charges and expenses on a dollar for dollar basis which it may reasonably pay or incur in connection with investigating, disputing or defending any such action, demand or claim for which it is indemnified under this Agreement.
  • The indemnity in clause 6.1 does not extend to and is not to be taken as an indemnity against $6.2$ any Losses of an Indemnified Party to the extent any Losses are finally judicially determined to have resulted from:
  • any fraud, recklessness, wilful misconduct or gross negligence of the Indemnified $(a)$ Party
  • any penalty or fine which the Indemnified Party is required to pay for any $(b)$ contravention of any law; or
  • any amount in respect of which the indemnity would be illegal, void or $(c)$ unenforceable under any applicable law;

save to the extent such Losses are caused, induced or contributed to by an act or omission of a third party or of the Vendor or a person acting on behalf of the Vendor. In all cases, Losses do not include losses, damages or costs of subscription suffered solely as a result of the Lead Manager performing its obligations under clause 2.1(b).

  • The Vendor also agrees that no Indemnified Party will have any liability to the Vendor, any of 6.3 its Affiliates or any of their respective directors, officers, employees, advisers, representatives or agents of any of them or any of the Vendor' security holders or creditors for any Loss suffered by any of them in relation to any event to which indemnity applies. This release does not apply to the extent that any Losses are finally judicially determined to have resulted from any fraud, recklessness, wilful misconduct or gross negligence of the Indemnified Party save to the extent such Losses are caused, induced or contributed to by an act or omission on the part of any unrelated third party or of the Vendor or a person acting on behalf of the Vendor.
  • 6.4 The Vendor and each Indemnified Party must not settle any action, demand or claim to which the Indemnity in clause 6.1 relates without the prior written consent of the Vendor or the Lead Manager, as applicable, such consent not to be unreasonably withheld.
  • The indemnity in clause 6.1 and the release in clause 6.3 are continuing obligations, separate 6.5 and independent from the other obligations of the parties under this Agreement and survive termination or completion of this Agreement. It is not necessary for the Lead Manager to incur expense or make payment before enforcing the indemnity.
  • The indemnity in clause 6.1 is granted to the Lead Manager both for itself and on trust for each 6.6 of the Indemnified Parties.

  • Subject to clause 6.8, the parties agree that if for any reason the indemnity in clause 6.1, is unavailable or insufficient to hold harmless any Indemnified Party against any Losses against which the Indemnified Party is stated to be indemnified (other than expressly excluded), the respective proportional contributions of the Vendor and the Indemnified Party or the Indemnified Parties in relation to the relevant Losses will be as agreed, or failing agreement as determined by a court of competent jurisdiction, having regard to the participation in, instigation of or other involvement of the Vendor and the Indemnified Party or the Indemnified Parties in the act complained of, having particular regard to relative intent, knowledge, access to information and opportunity to correct any untrue statement or omission.

  • The Vendor agrees with each of the Indemnified Parties that in no event will the Lead Manager $6.8$ and its associated Indemnified Parties be required to contribute under clause 6.7 to any Losses in an aggregate amount that exceeds the aggregate of the fees paid to the Lead Manager under this Agreement.
  • 6.9 If an Indemnified Party pays an amount in relation to Losses where it is entitled to contribution from the Vendor under clause 6.7 the Vendor agrees promptly to reimburse the Indemnified Party for that amount.
  • If the Vendor pays an amount to the Indemnified Parties in relation to Losses where it is 6.10 entitled to contribution from the Indemnified Parties under clause 6.7 the Indemnified Parties must promptly reimburse the Vendor for that amount.

$\overline{7}$ . Announcements

  • $7.1$ Prior to announcement of the Sale, the Vendor and the Lead Manager will consult each other in respect of any material public releases by any of them concerning the sale of the Sale Shares except:
  • $(a)$ where disclosure is required or requested by applicable law, a legal or regulatory authority or the ASX Listing Rules;
  • where disclosure is made to an adviser or to a person who must know for the $(b)$ purposes of this Agreement, on the basis that the adviser or person keeps the information confidential; and
  • to a person to the extent reasonably necessary in connection with any actual or $(c)$ potential claim or judicial or administrative process involving that party in relation to the Sale.
  • The Lead Manager may, after completion of its other obligations under this Agreement, place $72$ advertisements in financial and other newspapers and journals at its own expense describing their service to the Vendor provided such advertisements are in compliance with all applicable laws, including the securities laws of Australia, the United States and any other jurisdiction and are consistent with other publicly available information in relation to the subject matter of the announcement.

Event of termination 8.

Right of termination. 8.1

If, at any time during the Risk Period (as defined in clause 8.4) any of the matters in this clause 8.1 occur, then the Lead Manager may terminate this Agreement without cost or liability to itself at any time before the expiry of the Risk Period by giving written notice to the Vendor.

  • (*) Breach: the Vendor is in default of any of the terms and conditions of this $(a)$ .
    Agreement or breaches any representation, warranty or undertaking given or made by it under this Agreement;
  • ASX actions: ASX does any of the following: $(b)$

6.7

Page | 10

  • announces that the Issuer will be removed from the official list of ASX or $(i)$ ordinary shares in the Issuer will be suspended from quotation (other than with the approval (not to be unreasonably withheld or delayed), or at the request, of the Lead Manager;
  • (ii) removes the Issuer from the official list; or
  • (iii) suspends the trading of ordinary shares in the Issuer for any period of time (excluding any trading halt put in place in connection with, or to facilitate, the Sale).
  • ASIC inquiry: ASIC issues or threatens to issue proceedings in relation to the Sale $(c)$ or commences, or threatens to commence any inquiry or investigation in relation to the Sale.
  • (*) Adverse Change: An event or series of events (including, without limitation, a $(d)$ change in Australian or international financial, economic or political conditions) which, in the reasonable opinion of the Lead Manager, has, or once disclosed will have, an adverse effect on:
  • $(i)$ the Issuer;
  • $(i)$ the Vendor:
  • the Lead Manager: $(iii)$
  • $(iv)$ the Sale; or
  • the ability of the Lead Manager to procure purchasers for the Sale Securities $(v)$ at the Sale Price.
  • $(e)$ Market fall: if the ASX all ordinaries index falls at any time by 10% between the date of this Agreement and completion of the Sale.
  • (*) Banking moratorium. A general moratorium on commercial banking activities in $(f)$ Australia, New Zealand, the United States, Hong Kong, Singapore or the United Kingdom is declared by the relevant central banking authority in any of those countries, or there is a material disruption in commercial banking or security settlement or clearance services in any of those countries.
  • (*) Change in law: there is introduced, or there is a public announcement of a $(g)$ proposal to introduce, into the Parliament of the Commonwealth of Australia, a new law, or the Government of the Commonwealth of Australia, the Reserve Bank of Australia or any Minister or other governmental authority of the Commonwealth of Australia adopts or announces a proposal to adopt a new policy (other than a law or policy which has been announced before the date of this Agreement).

8.2 Materiality

No event listed in clause 8.1 that includes an asterisk (*) entitles the Lead Manager to exercise its termination rights unless, in the bona fide opinion of the Lead Manager, it:

  • $(a)$ has, or would reasonably be expected to have, a material adverse effect on:
  • the willingness of persons to purchase the Sale Shares; or $(i)$
  • the price at which ordinary shares in the Company are sold on the ASX; or $(ii)$
  • would reasonably be expected to give rise to a liability of the Lead Manager under $(b)$ the Corporations Act or any other applicable law.

Effect of termination 8.3

Where, in accordance with this clause 8, the Lead Manager terminates its obligations under this Agreement:

  • the obligations of the Lead Manager under this Agreement immediately end; and $(a)$
  • any entitlements of the Lead Manager accrued under this Agreement, including the $(b)$ right to be indemnified, up to the date of termination survive.

Risk Period 8.4

For the purposes of this clause, the "Risk Period" means the period commencing on the execution of this Agreement and ending at 10.00am on the Settlement Date.

GST 9.

$9.1$ Input Tax Credit

Any fees which the parties agree to be payable to the Lead Manager and any other amounts payable to the Lead Manager under this Agreement are to be agreed and calculated to be exclusive of GST. However, if any amounts payable to the Lead Manager under this Agreement are calculated by reference to a cost or expense incurred by the Lead Manager, the amount payable to the Lead Manager under any other provision of this Agreement must be reduced by the amount of any input tax credit to which the Lead Manager reasonably determines it (or the representative member of the same GST group of which the Lead Manager is a member) is entitled for an acquisition in connection with that cost or expense.

9.2 Tax invoice

If any supply made under this Agreement is a taxable supply, the entity making the taxable supply (Supplier) must issue a valid tax invoice to the party providing the consideration for that taxable supply (Recipient). The tax invoice issued by the Supplier must comply with GST law and it should set out in detail (but not be limited to) the nature of the taxable supply, the consideration attributable to the taxable supply, the amount of GST payable by the Supplier in connection with the taxable supply and any other details reasonably requested by the Recipient. The GST amount means, in relation to a taxable supply, the amount of GST for which the Supplier is liable in respect of the taxable supply (GST Amount).

9.3 Timing of Payment

Subject to receipt of a valid tax invoice, the Recipient must pay the GST Amount in connection with a taxable supply made by the Supplier to the Recipient at the same time that the Recipient must provide the consideration for that taxable supply (under the other provisions of this Agreement), or if later, within 5 business days of the Recipient receiving a tax invoice for that taxable supply.

9.4 Payment Differences

If the GST payable by the Supplier in connection with the taxable supply differs from the GST Amount paid by the Recipient under this clause, the Supplier must repay any excess to the Recipient or the Recipient must pay any deficiency to the Supplier, as appropriate within 5 business days of the Supplier providing the Recipient with a written notification regarding the difference in the GST payable. Where the difference in the GST payable results from an adjustment event, the written document at on provided by the Supplier under this clause must include an adjustment note or tax invoice as required by the GST law.

9.5 Defined Terms

The references to "GST" and other terms used in this Agreement (except Recipient and GST Amount) have the meaning given to those terms by the A New Tax System (Goods and Services Tax) Act 1999 (as amended from time to time). However, any part of a supply that is treated as a separate supply for GST purposes (including attributing GST payable to tax periods) will be treated as a separate supply for the purposes of this clause 9.

9.6 References

A reference to something done (including a supply made) by a party includes a reference to something done by any entity through which that party acts.

10. Withholding Tax

If any amounts payable by the Lead Manager to the Vendor under this Agreement become subject to any regulatory withholding notices, the amount payable by the Lead Manager to the Vendor under this Agreement will be reduced by the withholding amount set out under any such notice.

$11.$ Miscellaneous

$11.1$ Entire agreement

This agreement constitutes the entire agreement of the parties about its subject matter and supersedes all previous agreements, understandings and negotiations on that matter.

$11.2$ Governing law

This agreement is governed by the laws of New South Wales, Australia. Each party submits to the non-exclusive jurisdiction of courts exercising jurisdiction in New South Wales, and waives any right to claim that those courts are an inconvenient forum.

$11.3$ No assignment

No party may assign its rights or obligations under this agreement without the prior written consent of the other parties.

11.4 Notices

Any notice, approval, consent, agreement, waiver or other communication in connection with this agreement must be in writing.

11.5 Affiliates

In this agreement the term "Affiliates" means any person that directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, a person; "control" (including the terms "controlled by" and "under common control with") means the possession, direct or indirect, of the power to direct or cause the direction of the management. policies or activities of a person, whether through the ownership of securities by contract or agency or otherwise and the term "person" is deemed to include a partnership.

11.6 Business Day

In this agreement "Business Day" means a day on which:

  • ASX is open for trading in securities; and $(a)$
  • banks are open for general banking business in Sydney, Australia. $(b)$

$11.7$ Interpretation

In this agreement:

  • headings and sub-headings are for convenience only and do not affect $(a)$ interpretation;
  • $(b)$ a reference to legislation or to a provision of legislation includes a modification or re-enactment of it, a legislative provision substituted for it and a regulation or statutory instrument issued under it;
  • $(c)$ a reference to "dollars" and "\$" is to Australian currency;
  • $(d)$ a reference to a right or obligation of any 2 or more persons confers that right, or imposes that obligation, severally and not jointly and severally; and
  • $(e)$ all references to time are to Sydney, New South Wales, Australia time.

11.8 Severability

Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction will be ineffective as to that jurisdiction to the extent of the prohibition or unenforceability. That will not invalidate the remaining provisions of this Agreement nor affect the validity or enforceability of that provision in any other jurisdiction.

11.9 Waiver and variation

A provision of or right vested under this Agreement may not be:

  • waived except in writing signed by the party granting the waiver, or $(a)$
  • $(b)$ varied except in writing signed by the parties.

11.10 No merger

The rights and obligations of the parties will not merge on the termination or expiration of this Agreement. Any provision of this Agreement remaining to be performed or observed by a party, or having effect after the termination of this Agreement for whatever reason remains in full force and effect and is binding on that party.

11.11 Counterparts

This agreement may be executed in any number of counterparts. All counterparts together will be taken to constitute one agreement.

11.12 Acknowledgement

The Vendor acknowledges that:

  • the Lead Manager is not obliged to disclose to a Vendor or utilise for the benefit of $(a)$ the Vendor, any non-public information which the Lead Manager obtains in the normal course of its business where such disclosure or use would result in a breach of any obligation of confidentiality and any internal Chinese wall policies of the Lead Manager:
  • without prejudice to any claim the Vendor may have against the Lead Manager, no $(b)$ proceedings may be taken against any director, officer, employee or agent of the Lead Manager in respect of any claim that the Vendor may have against the Lead Manager:
  • it is contracting with the Lead Manager on an arm's length basis to provide the $(c)$ services described in this agreement and the Lead Manager has not and is not assuming any duties or obligations (fiduciary or otherwise) in respect of it other than those expressly set out in this Agreement;

  • $(d)$ in performing this Agreement, the Lead Manager will rely on the information provided to it by or on behalf of the Vendors and information in the public domain without having independently verified the same, and the Lead Manager does not assume any responsibility for the accuracy or completeness of such information for which, in the case of information provided to the Lead Manager by or on behalf of the Vendor, the Vendor will be solely responsible;

  • the Lead Manager may perform the services contemplated by this Agreement in $(e)$ conjunction with its respective Affiliates, and any Affiliates performing these services are entitled to the benefits of and are subject to the terms of this Agreement; and
  • $(f)$ the Lead Manager is a full service securities and corporate advisory firm and, along with its respective Affiliates, the Lead Manager is engaged in various activities, including writing research, securities trading, investment management, financing and brokerage activities and financial planning and benefits counselling for both companies and individuals. In the ordinary course of these activities, the Lead Manager, its Affiliates, employees and officers may be providing, or may be in the future providing, financial or other services to other parties with conflicting interests to the Vendor and may receive fees for those services and may actively trade the debt and equity securities (or related derivative securities) for the Lead Manager's own account and for the account of their customers and may at any time hold long and short positions in such securities.

Yours sincerely,

Signed for

Macquarie Capital (Australia) Limited

by its attorneys Mh

Attorney

WARBURTON MAAK

Attorney

ARAAH HOLMES

Accepted and agreed to as of the date of this agreement:

Executed by Scali Consolidated Pty Limited
(ABN 63 002 410 559) under section 127 of the
Corporations Act 2001 (Cth):

Signature of sole director/secretary

Anthony Scali

Full name of director

Schedule 1

$\sim$

Timetable

Key events Date
Bookbuild 21 March 2016
Trade Date (T). (Special crossing/s by) 22 March 2016
Settlement Date $(T + 2)$ 24 March 2016
End Date 21 June 2016