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SERVICE STREAM LIMITED — Major Shareholding Notification 2021
Sep 20, 2021
65865_rns_2021-09-20_d853e67f-3d4f-4ab1-b303-e855ed1f2177.pdf
Major Shareholding Notification
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Form 603
Corporations Act 2001 Section 671B
Notice of initial substantial holder
To Company Name ~~/Scheme~~ Service Stream Limited AC ~~N/ARSN/ABN~~ 072 369 870 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 of Annexure A (together the Group ), as investment manager for the funds or investment mandates listed at Table 2 of Annexure A ACN ~~/ARSN~~ (if applicable) 112 316 168 (ACN of Allan Gray Australia) The holder became a substantial holder on 17 September 2021
1. Details of substantial holder (1)
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 shares | 31,357,882 | 31,357,882 | 5.09% |
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:
r are as follows: |
||
|---|---|---|
| Holder of relevant interest | Nature of relevant interest (7) | Class and number of securities |
| SeeAnnexureA,Tables2and 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 relevant interest |
Registered holder of securities |
Person entitled to be registered as holder (8) |
Class and number of securities |
|---|---|---|---|
| SeeAnnexureA,Tables2and 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:
ntial holder is as follows: |
||||
|---|---|---|---|---|
| Holder of relevant interest |
Date of acquisition | Consideration (9) | Class and number of securities |
|
| Cash | Non-Cash | |||
| See Annexure A, Table 4 |
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:
| f persons named in this form are as follows: | |
|---|---|
| Name | Address |
| The Group | C/- Allan Gray Australia, Level 2 Challis House, 4 Martin Place Sydney, NSW 2000 |
Signature
Print name Elizabeth Lee Capacity: Company Secretary Sign here Date: 21 September 2021
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.
Service Stream Limited
THIS IS ANNEXURE A OF 3 PAGES REFERRED TO IN THE ABOVE FORM 603
| Printname | Elizabeth Lee | Company Secretary |
|---|---|---|
| Sign here | Date:21 September 2021 |
Table 1 – Related bodies corporate
The following entities are associates of Allan Gray Australia Pty Ltd (AGA) and each other by virtue of being related bodies corporate. Orbis Allan Gray Limited Orbis Mansfield Street Properties Ltd
Orbis Mansfield Street Properties Ltd Orbis Investment Management (BVI) Limited (OIMLBVI) Orbis Investment Advisory Pty Limited Allan Gray (Holdings) Pty Ltd Orbis Investment Management (Hong Kong) Limited Orbis Client Services (Canada) Limited Orbis Holdings (UK) Limited Orbis Investment Management (Europe) LLP Orbis Investment Management (Luxembourg) S.A EmCap Limited (Guernsey)
Orbis Holdings Limited Orbis Investment Management Limited (OIML) Orbis Asset Management Limited (OAML) Orbis Administration Limited Orbis Investment Research Limited Orbis Investment Management (MIS) Limited Triple Blue Holdings Limited Pictet Overseas Trust Corporation and Pictet Trustee Company SA Allan & Gill Gray Foundation (Guernsey)
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 custodian |
Equity Trustees Limited as SMEF’s responsible entity |
| 2. |
Allan Gray Australia Balanced Fund | AGA | SMBF | Citibank N.A., Hong Kong Branch as SMBF’s custodian |
Equity Trustees Limited as SMBF’s responsible entity |
| 3. |
Allan Gray Australia Stable Fund | AGA | SMSF | Citibank N.A., Sydney Branch as SMSF’s custodian |
Equity Trustees Limited as SMSF’s responsible entity |
| 4. |
AMP Capital Specialist Australian Share Fund |
AGA | SMAP | BNP Paribas Fund Services Australasia Pty Ltd as SMAP’s custodian |
AMP Capital Funds Management Limited as SMAP’s responsible entity |
| 5. |
Morningstar Australian Shares High Alpha Fund |
AGA | SMIA | JP Morgan Nominees Australia Ltd as SMIA’s custodian |
Morningstar Investment Management Australia Limited SMIA’s trustee |
| 6. |
Construction and Building Unions Superannuation Fund |
AGA | SMCB | JP Morgan Nominees Australia Ltd as SMCB’s custodian |
United Super Pty Ltd as SMCB’s trustee |
| 7. |
Health Employees Superannuation Trust Australia |
AGA | SMHT | JP Morgan Nominees Australia Ltd as SMHT’s custodian |
H.E.S.T. Australia Ltd as SMHT’s trustee |
| 8. |
Hostplus Pooled Superannuation Trust |
AGA | SMHP | Citibank N.A., Sydney Branch as SMHP’s custodian |
Host-PlusPty ltd as SMHP’s trustee |
| 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. | Equipsuper Superannuation Fund | AGA | SMCS | NAB Custodial Services as custodian for SMCS |
Togethr Trustees Pty Ltd as SMCS’s trustee |
| 11. | NGS Super | AGA | SMNG | State Street Australia Ltd as SMNG’s custodian |
NGS Super Pty Limited as SMNG’s trustee |
| 12. | Retail Employees Superannuation Trust |
AGA | SMRT | State Street Australia Ltd as SMRT’s custodian |
Retail Employees Superannuation Pty Ltd as SMRT’s trustee |
| 13. | Government Employees Superannuation Board |
AGA | SMGB | Northern Trust Corporation as SMGB’s custodian |
Government Employees Superannuation Board |
| 14. | Statewide Superannuation Trust | AGA | SMSW | NAB Custodial Services as custodian for SMSW |
Statewide Superannuation Pty Ltd as SMSW’s trustee |
| 15. | Orbis Global Equity Fund (Australia Registered) |
OIML | GAPL | Citibank N.A., Hong Kong Branch, as GAPL’s custodian |
Equity Trustees Limited as GAPL’s responsible entity |
| 16. | Orbis Emerging Markets Equity Fund (Australia Registered) |
OIML | EMAF | Citibank N.A., Hong Kong Branch, as EMAF’s custodian |
Equity Trustees Limited as EMAF’s responsible entity |
| 17. | Orbis Global Equity LE Fund (Australia Registered) |
OIML | GALE | Citibank N.A., Hong Kong Branch, as GALE’s custodian |
Equity Trustees Limited as GALE’s responsible entity |
| 18. | Orbis Global Balanced Fund (Australia Registered) |
OIML | GBAU | Citibank N.A., Hong Kong Branch, as GBAU’s custodian |
Equity Trustees Limited as GBAU’s responsible entity |
| No | Fund name | Manager | Code | Registered holder | Persons entitled to be registered holder |
|---|---|---|---|---|---|
| 19. | Orbis Global Equity Fund Limited | OIML | OGEF | Citigroup Fund Services Canada, Inc (Citi Canada) as OGEF’s custodian |
OGEF |
| 20. | Orbis Optimal SA Fund Limited | OIML | OSAP | Citi Canada as OSAP’s custodian | OSAP |
| 21. | Institutional Global Equity Fund | OIML | IGEF | Citi Canada as IGEF’s custodian | IGEF |
| 22. | Orbis Optimal LP | OIML | OOLP | Citi Canada as OOLP’s custodian | OOLP |
| 23. | Orbis International Equity LP | OIML | IELP | Citi Canada as IELP’s custodian | IELP |
| 24. | Orbis Institutional Global Equity LP | OIML | OGLP | Citi Canada as OGLP’s custodian | OGLP |
| 25. | Orbis Institutional International Equity LP |
OIML | ONLP | Citi Canada as ONLP’s custodian | ONLP |
| 26. | Orbis Institutional U.S. Equity LP | OIML | USLP | Citi Canada as USLP’s custodian | USLP |
| 27. | Orbis Institutional Emerging Markets EquityLP |
OIML | EMLP | Citi Canada as EMLP’s custodian | EMLP |
| 28. | Orbis SICAV – Global Equity Fund | OIML | SGPL | Citibank International plc (Luxembourg Branch) (Citi Lux) as SGPL’s custodian |
SGPL |
| 29. | Orbis SICAV – Emerging Markets Fund |
OIML | XJPL | Citi Lux as XJPL’s custodian | XJPL |
| 30. | Orbis SICAV – Global Balanced Fund | OIML | GBSA | Citi Lux as GBSA’s custodian | GBSA |
| 31. | Orbis SICAV – International Equity | OIML | SNPL | Citi Lux as SNPL’s custodian | SNPL |
| 32. | Orbis OEIC Global Equity Fund | OIML | UKGE | Citibank N.A., London Branch as UKGE’s custodian |
UKGE |
| 33. | Orbis Institutional Global Equity (OFO) |
OIML | OGEO | Citi Canada as OGEO’s custodian | OGEO |
| 34. | OEIC Global Balanced Fund | OIML | UKGB | Citibank N.A., London Branch as UKGB’s custodian |
UKGB |
| 35. | OEIC Global Cautious Fund | OIML | UKGC | Citibank N.A., London Branch as UKGC’s custodian |
UKGC |
| 36. | Orbis SICAV Global Cautious Fund | OIML | GCPL | Citi Lux as GCPL’s custodian | GCPL |
Table 3 – Present relevant interest
Ordinary shares
| Reference Code | Total no of securities |
|---|---|
| SMAP | 847,987 |
| SMCB | 3,773,765 |
| SMCS | 2,849,016 |
| SMEF | 8,736,146 |
| SMGB | 1,839,419 |
| SMHP | 3,174,100 |
| SMHT | 2,643,874 |
| SMIA | 271,639 |
| SMNG | 1,297,251 |
| SMRI | 1,197,296 |
| SMRT | 3,961,307 |
| SMSW | 766,082 |
| Total | 31,357,882 |
Table 4 – Purchases over the last four months
Ordinary shares
| Trade Date | Reference Code | Action | No of security | Consideration | Curr |
|---|---|---|---|---|---|
| 27 Jul 21 to 17 Sep 21 | SMAP | Buy | 847,987 | 728,126 | AUD |
| 23 Jul 21 to 17 Sep 21 | SMCB | Buy | 3,773,765 | 3,241,116 | AUD |
| 26 Jul 21 to 17 Sep 21 | SMCS | Buy | 2,849,016 | 2,446,991 | AUD |
| 22 Jul 21 to 17 Sep 21 | SMEF | Buy | 8,736,146 | 7,488,803 | AUD |
| 26 Jul 21to17Sep21 | SMGB | Buy | 1,839,419 | 1,579,793 | AUD |
| 23 Jul 21to17Sep21 | SMHP | Buy | 3,174,100 | 2,725,844 | AUD |
| 26 Jul 21 to 17 Sep 21 | SMHT | Buy | 2,643,874 | 2,270,775 | AUD |
| 29 Jul 21 to 17 Sep 21 | SMIA | Buy | 271,639 | 233,032 | AUD |
| 26 Jul 21 to 17 Sep 21 | SMNG | Buy | 1,297,251 | 1,114,321 | AUD |
| 26 Jul 21 to 17 Sep 21 | SMRI | Buy | 1,197,296 | 1,020,493 | AUD |
| 23 Jul 21to17Sep21 | SMRT | Buy | 3,961,307 | 3,402,224 | AUD |
| 27Jul 21to17Sep21 | SMSW | Buy | 766,082 | 657,941 | AUD |
| Total | 31,357,882 | 26,909,458 | AUD |
All trades occur on market, under a dividend reinvestment plan, or pursuant to a capital raising (as applicable).