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PEET LIMITED — Major Shareholding Notification 2021
May 30, 2021
65600_rns_2021-05-30_8bca6c01-877b-4b0d-8b12-32a7f45ba7bf.pdf
Major Shareholding Notification
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Form 605 Corporations Act 2001 Section 671B
Notice of ceasing to be a substantial holder
To Company Name/Scheme PEET LIMITED ACN/ARSN 008 665 834
1. Details of substantial holder (1)
| Name | Morgan Stanley and its subsidiaries listed in Annexure A | Morgan Stanley and its subsidiaries listed in Annexure A |
|---|---|---|
| ACN/ARSN (if applicable) | Not Applicable | |
| The holder ceased to be a | ||
| substantial holder on | May 27, 2021 | |
| The previous notice was given to the company on | May28, 2021 | |
| The previous notice was dated | May26, 2021 | |
| The holder became aware on | May31, 2021 |
2. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
| Date of change | Person whose relevant interest changed | Nature of change (4) |
Consideration given in relation to change (5) |
Class (6) and number of Securities affected |
Person’s votes affected |
|---|---|---|---|---|---|
| 05/27/2021 | MorganStanley & Co. Internationalplc | Collateral Returned |
N/A | 24,135,129 Ordinary Shares | 24,135,129 |
3. Changes in association
The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
| n to voting interests in the company or scheme are as follows: | |
|---|---|
| Name and ACN/ARSN(if applicable) | Nature of association |
| Not Applicable | Not Applicable |
4. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| Morgan Stanley | 1585 Broadway, New York, New York, 10036, USA. |
| Morgan Stanley & Co. International plc | Legal & Compliance Department, 25 Cabot Square, Canary Wharf, London, E14 4QA,UNITED KINGDOM. |
| Morgan Stanley Australia Securities Limited | Level 39, Chifley Tower, 2 Chifley Square, Sydney, 2000, AUSTRALIA. |
1
Signature
| print nameOlivia Zhang | capacity | Vice President |
|---|---|---|
| sign here | date | May 31, 2021 |
2
Annexure A
List of Morgan Stanley and its subsidiaries that have a relevant interest or deemed to have a relevant interest in the shares or units.
Name └─┬─Morgan Stanley └─┬─Morgan Stanley International Holdings Inc. ├─┬─Morgan Stanley (Australia) Securities Holdings Pty Limited │ └───Morgan Stanley Australia Securities Limited └─┬─Morgan Stanley International Limited └─┬─Morgan Stanley Investments (UK) └───Morgan Stanley & Co. International plc
Signature
| print name **sign here ** |
Olivia Zhang capacity Vice President |
|---|---|
| date May 31, 2021 |
|
3
| 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 4 of the form. | |
| (2) | See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. |
| (3) | See the definition of "associate" in section 9 of the Corporations Act 2001. |
| (4) | Include details of: |
| (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. 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. | |
| (5) | Details of the consideration must include any and all benefits, moneys 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. | |
| (6) | The voting shares of a company constitute one class unless divided into separate classes. |
| (7) | Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. |
4
GUIDE
This guide does not form part of the prescribed form and is included by ASIC to assist you in completing and lodging form 605.
==> picture [509 x 635] intentionally omitted <==
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Signature This form must be signed by either a director or a secretary of the substantial holder.
Lodging period Nil
Lodging Fee Nil
Other forms to be
Nil
completed
Additional information (a) If additional space is required to complete a question, the information may be included on a separate piece of
paper annexed to the form.
(b) This notice must be given to a listed company, or the responsible entity for a listed managed investment scheme.
A copy of this notice must also be given to each relevant securities exchange.
(c) The person must give a copy of this notice:
(i) within 2 business days after they become aware of the information; or
(ii) by 9.30 am on the next trading day of the relevant securities exchange after they become aware of the
information if:
(A) a takeover bid is made for voting shares in the company or voting interests in the scheme; and
(B) the person becomes aware of the information during the bid period.
Annexures To make any annexure conform to the regulations, you must
1 use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides
2 show the corporation name and ACN or ARBN
3 number the pages consecutively
4 print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied
5 identify the annexure with a mark such as A, B, C, etc
6 endorse the annexure with the words:
This is annexure (mark) of (number) pages referred to in form (form number and title)
7 sign and date the annexure.
The annexure must be signed by the same person(s) who signed the form.
Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.
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5
Annexure B:
This is Annexure B referred to in the Form 605: Notice of ceasing to be a substantial holder issued by Morgan Stanley and its subsidiaries. The following is description of the securities lending agreements referenced in the accompanying Form 605.
| Schedule | Schedule |
|---|---|
| Type of Agreement | International Prime Brokerage Agreement |
| Parties to agreement | Morgan Stanley & Co. International plc for itself and as agent and trustee for and on behalf of the other Morgan Stanley Companies and EQUITY TRUSTEES LIMITED AS TRUSTEE FOR L1 CAPITAL LONG SHORT FUND |
| Transfer Date | 20210527; |
| Holder of Voting Rights | Prime broker has the right to vote securities rehypothecated from the Client. |
| Are there any restrictions on voting rights? | ~~Yes/N~~o |
| Ifyes, detailNot applicable | |
| Scheduled Return Date (if any) | Open |
| **Does the borrower have the right to return early? ** | Ye~~s/No~~ |
| Ifyes, detailPrime broker mayreturn shares which were rehypothecated from the client at anytime. | |
| **Does the lender have the right to recall early? ** | Ye~~s/No~~ |
| If yes, detailPrime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares bythe client. |
|
| Will the securities be returned on settlement? | Ye~~s/No~~ |
| If yes, detail any exceptionsUpon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined and on the basis of the amounts so established, an account shall be taken of what is due from each party to the other. The amounts due from onepartyshall be set off against the amounts due from the otherpartyand onlythe balance of the account shall bepayable. |
|
| Schedule | |
| Type of Agreement | International Prime Brokerage Agreement |
| Parties to agreement | Morgan Stanley & Co. International plc for itself and as agent and trustee for and on behalf of the other Morgan Stanley Companies and L1 CAPITAL LONG SHORT(MASTER)FUND |
| Transfer Date | 20210525; |
| Holder of Voting Rights | Prime broker has the right to vote securities rehypothecated from the Client. |
| Are there any restrictions on voting rights? | ~~Yes/N~~o |
| Ifyes, detailNot applicable | |
| Scheduled Return Date (if any) | Open |
| **Does the borrower have the right to return early? ** | Ye~~s/No~~ |
| Ifyes, detailPrime broker mayreturn shares which were rehypothecated from the client at anytime. | |
| **Does the lender have the right to recall early? ** | Ye~~s/No~~ |
| If yes, detailPrime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares bythe client. |
|
| Will the securities be returned on settlement? | Ye~~s/No~~ |
| If yes, detail any exceptionsUpon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined and on the basis of the amounts so established, an account shall be taken of what is due from each party to the other. The amounts due from onepartyshall be set off against the amounts due from the otherpartyand onlythe balance of the account shall bepayable. |
|
| Schedule | |
| Type of Agreement | International Prime Brokerage Agreement |
| Parties to agreement | Morgan Stanley & Co. International plc for itself and as agent and trustee for and on behalf of the other Morgan Stanley Companies and CERES CAPITAL PTY LTD |
| Transfer Date | 20210527; |
| Holder of Voting Rights | Prime broker has the right to vote securities rehypothecated from the Client. |
| Are there any restrictions on voting rights? | ~~Yes/N~~o |
| Ifyes, detailNot applicable | |
| Scheduled Return Date (if any) | Open |
| **Does the borrower have the right to return early? ** | Ye~~s/No~~ |
If yes, detail Prime broker may return shares which were rehypothecated from the client at any time. Does the lender have the right to recall early? Ye ~~s/No~~ If yes, detail Prime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares by the client. Will the securities be returned on settlement? Ye ~~s/No~~ If yes, detail any exceptions Upon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined and on the basis of the amounts so established, an account shall be taken of what is due from each party to the other. The amounts due from one party shall be set off against the amounts due from the other party and only the balance of the account shall be payable.
| Schedule | Schedule |
|---|---|
| Type of Agreement | International Prime Brokerage Agreement |
| Parties to agreement | Morgan Stanley & Co. International plc for itself and as agent and trustee for and on behalf of the other Morgan Stanley Companies and INTEGRATED CORE STRATEGIES(ASIA)PTE LTD. |
| Transfer Date | 20210527; |
| Holder of Voting Rights | Prime broker has the right to vote securities rehypothecated from the Client. |
| Are there any restrictions on voting rights? | ~~Yes/~~No |
| Ifyes, detailNot applicable | |
| Scheduled Return Date (if any) | Open |
| **Does the borrower have the right to return early? ** | Ye~~s/No~~ |
| Ifyes, detailPrime broker mayreturn shares which were rehypothecated from the client at anytime. | |
| **Does the lender have the right to recall early? ** | Ye~~s/No~~ |
| If yes, detailPrime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares bythe client. |
|
| Will the securities be returned on settlement? | Ye~~s/No~~ |
| If yes, detail any exceptionsUpon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined and on the basis of the amounts so established, an account shall be taken of what is due from each party to the other. The amounts due from onepartyshall be set off against the amounts due from the otherpartyand onlythe balance of the account shall bepayable. |
The above schedules are based on the relevant standard agreements. The entity filing the report will, if requested by the company or responsible entity to whom the prescribed form must be given or ASIC, give a copy of the agreement to the company, responsible entity or ASIC.
Signature
| print name Olivia Zhang | capacity | Vice President |
|---|---|---|
| sign here | date | May 31, 2021 |