PEET LIMITED — Major Shareholding Notification 2014

Dec 18, 2014

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	Peet Limited
ACN/ARSN	008 665 834
1. Details of substantial holder (1)
Name	Allan Gray Australia Pty Ltd (Allan Gray Australia) and its related bodies corporate as set out in Table 1 ofAnnexure A (together the Group), as investment manager for the funds or investment mandates listed at Table 2 ofAnnexure A
ACN/ARSN (if applicable)	112 316 168 (ACN of Allan Gray Australia)
The holder became a substantial holder on	17 December 2014

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
Ordinary	29,896,369	29,896,369	6.25%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
See Annexure A, Tables 2 and 3

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 relevantinterest	Registered holder ofsecurities	Person entitled to beregistered as holder (8)	Class and numberof securities
See Annexure A, Tables 2 and 3

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 relevantinterest	Date of acquisition	Consideration (9)		Class and numberof securities
		Cash	Non-Cash
See Annexure A, Table4

6. Associates

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

Name and ACN/ARSN (if applicable)	Nature of association
See Annexure A, Tables 1 and 2

7. Addresses

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

Name	Address
The Group	C/- Allan Gray Australia, Level 2 Challis House, 4 Martin PlaceSydney, NSW 2000

Signature

Print name	Simon Marais	Capacity :Director
Sign here		Date: 19 December 2014

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.
• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.
• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• (4) The voting shares of a company constitute one class unless divided into separate classes.
• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.
• (6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• (7) Include details of:
  • (a) any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
  • (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• (8) If the substantial holder is unable to determine the identity of the person (eg if the relevant interest arises because of an option) write "unknown".
• (9) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

Peet Limited THIS IS ANNEXURE A OF 2 PAGES REFERRED TO IN THE ABOVE FORM 603

Print name	Simon Marais	Director
Sign here		Date: 19 December 2014

Table 1 – Related bodies corporate

The following entities are associates of Allan Gray Australia and each other by virtue of being related bodies corporate. Orbis Holdings Limited Orbis Mansfield Street Properties Ltd

Orbis World Limited Orbis Investment Management (BVI) Limited (OIMLBVI)

Orbis Investment Management Limited (OIML) Orbis Investment Advisory Pty Limited

Orbis Asset Management Limited (OAML) Allan Gray (Holdings) Pty Ltd

Orbis Administration Limited Orbis Investment Advisory (Hong Kong) Limited

Orbis Investment Research Limited Orbis Client Services (Canada) Limited Orbis Investment Management (MIS) Limited Orbis Holdings (UK) Limited

Triple Blue Holdings Limited Orbis Investment Management (Europe) LLP

Pictet Overseas Trust Corporation and Pictet Trustee Company SA Orbis Investment Management (Luxembourg) S.A

Table 2 - Funds

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

No	Fund name	Manager	Code	Registered holder	Persons entitled to be registered
					holder
1.	Allan Gray Australia Equity Fund	AGA	SMEF	Citibank N.A., Sydney Branch as SMEF's	Equity Trustees Limited as SMEF's
				custodian	responsible entity
2.	Allan Gray Australia Opportunity	AGA	SMSF	Citibank N.A., Sydney Branch as SMSF's	Equity Trustees Limited as SMSF's
	Fund			custodian	responsible entity
3.	Warakirri Australian Equities	AGA	SMWA	ANZ Nominees Ltd as SMWA's custodian	Warakirri Asset Management Pty Ltd
	Pensions and Charities Fund				SMWA's trustee
4.	Warakirri Endeavour Fund	AGA	SMWK	ANZ Nominees Ltd as SMWK's custodian	Warakirri Asset Management Pty Ltd as
					SMWK's trustee
5.	Ibbotson Australian Shares High	AGA	SMIA	JP Morgan Nominees Australia Ltd as SMIA's	Ibbotson Associates Australia Ltd SMIA's
	Alpha Trust			custodian	trustee
6.	Construction and Building Unions	AGA	SMCB	NAB Custodial Services as SMCB's custodian	United Super Pty Ltd as SMCB's trustee
	Superannuation Fund
7.	HESTA Superannuation Fund	AGA	SMHT	JP Morgan Nominees Australia Ltd as SMIA's	H.E.S.T. Australia Ltd as SMHT's trustee
				custodian
8.	Hostplus Superannuation Fund	AGA	SMHP	Citibank N.A., Sydney Branch as SMHP's	Host Plus Pty ltd as SMHP's trustee
				custodian
9.	Russell Australian Opportunities Fund	AGA	SMRI	State Street Australia Ltd as SMRI's custodian	Russell Investment Management Ltd as
					SMRI's responsible entity
10.	Catholic Superannuation Fund	AGA	SMCS	NAB Custodial Services as custodian for SMCS	CSF Pty Ltd as SMCS's trustee
11.	Qantas Superannuation Plan	AGA	SMQS	JP Morgan Nominees Australia Ltd as SMQS's	Qantas Superannuation Ltd as SMQS's
				custodian	trustee
12.	Maritime Super	AGA	SMMS	NAB Custodial Services as custodian for SMMS	Maritime Super Pty Ltd as SMMS's
					trustee
13.	Non-Government Schools	AGA	SMNG	State Street Australia Ltd as SMNG's custodian	Non-Government Schools
	Superannuation Fund				Superannuation Fund Pty Ltd as SMNG's
					trustee
14.	REST Superannuation Fund	AGA	SMRT	State Street Australia Ltd as SMRT's custodian	Retail Employees Superannuation Pty Ltd
					as SMRT's trustee
15.	Government Employees	AGA	SMGB	NAB Custodial Services as SMGB's custodian	Government Employees Superannuation
	Superannuation Board				Board
16.	Orbis Global Equity Fund (Australia	OIML	GAPL	Citibank N.A., Hong Kong Branch, as GAPL's	Equity Trustees Limited as GAPL's
	Registered)			custodian	responsible entity
17.	Orbis Global Equity Fund Limited	OIML	OGEF	Citigroup Fund Services Canada, Inc (Citi	OGEF
				Canada) as OGEF's custodian
18.	Orbis Optimal SA Fund Limited	OIML	OSAP	Citi Canada as OSAP's custodian	OSAP
19.20.	Institutional Global Equity FundOrbis Optimal LP	OIMLOAML	IGEFOOLP	Citi Canada as IGEF's custodianCiti Canada as OOLP's custodian	IGEFOOLP
21.	Orbis International Equity LP	OAML	IELP	Citi Canada as IELP's custodian	IELP
22.	Orbis SICAV – Global Equity Fund	OIML	SGPL	Citibank International plc (Luxembourg Branch)	SGPL
				(Citi Lux) as SGPL's custodian
23.	Orbis SICAV – Asia- Ex Japan Fund	OIMLBVI	XJPL	Citi Lux as XJPL's custodian	XJPL
24.	Orbis SICAV – Global Balanced Fund	OIML	GBSA	Citi Lux as GBSA's custodian	GBSA

No	Fund name	Manager	Code	Registered holder	Persons entitled to be registered
					holder
25.	Orbis SICAV – International Equity	OIML	SNPL	Citi Lux as SNPL's custodian	SNPL
26.	Orbis OEIC Global Equity Fund	OIML	UKGE	Citi Lux as UKGE's custodian	UKGE

Table 3 – Present relevant interest

Reference Code	Total no of securities
SMCB	4,104,188
SMCS	1,697,741
SMEF	6,334,965
SMGB	2,440,669
SMHP	2,694,770
SMHT	3,717,522
SMIA	607,331
SMMS	1,183,755
SMNG	759,680
SMQS	1,401,471
SMRI	531,583
SMRT	4,168,994
SMSF	188,466
SMWA	65,234
Total	29,896,369

Table 4 – Consideration paid

Trade Date	Reference Code	Action	No of security	Consideration
25 Oct 13 to 17 Dec 14	SMCB	Buy and Sell	1,477,806*	$ 1,457,713
20 Mar 14 to 17 Dec 14	SMCS	Buy and Sell	620,224*	$ 612,015
25 Oct 13 to 17 Dec 14	SMEF	Buy and Sell	2,240,173*	$ 1,829,878
20 Mar 14 to 17 Dec 14	SMGB	Buy and Sell	425,316*	$ 393,970
25 Oct 13 to 17 Dec 14	SMHP	Buy and Sell	988,231*	$ 973,931
25 Oct 13 to 17 Dec 14	SMHT	Buy and Sell	1,586,224*	$ 1,673,915
28 Nov 13 to 17 Dec 14	SMIA	Buy and Sell	150,029*	$ 112,180
20 Mar 14 to 17 Dec 14	SMMS	Buy and Sell	287,190*	$ 278,884
21 Nov 13 to 17 Dec 14	SMNG	Buy and Sell	244,629	$ 12,856
20 Mar 14 to 17 Dec 14	SMQS	Buy and Sell	354,795*	$ 184,248
28 Nov 13 to 17 Dec 14	SMRI	Buy and Sell	103,038*	$ 23,871
25 Oct 13 to 17 Dec 14	SMRT	Buy and Sell	1,107,980*	$ 1,089,012
21 Mar 14 to 17 Dec 14	SMSF	Buy and Sell	69,540	$ 26,124
21 Mar 14 to 17 Dec 14	SMWA	Buy and Sell	-198,559	-$ 273,709
02 Apr 14 to 31 Oct 14	SMWK	Buy and Sell	-23,352	-$ 28,590
	Total		9,433,264	$ 8,366,299

All trades on market unless otherwise specified

* Includes shares acquired or about 13 November 2014 via placement.

Note: This table reflects all transactions conducted after the Group ceased to be a substantial holder on 12 September 2013 (see Form 605 released on 16 September 2013 for previous transaction details).