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TEMPLE & WEBSTER GROUP LTD Major Shareholding Notification 2020

May 12, 2020

65945_rns_2020-05-12_19519b86-9e22-4fcc-b8f2-dc7636f83946.pdf

Major Shareholding Notification

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Form 604 Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme TEMPLE & WEBSTER GROUP LTD ACN/ARSN 608 595 660

1. Details of substantial holder (1)

1. Details of substantial holder (1) (1)
Name Morgan Stanley and its subsidiaries listed in Annexure A
ACN/ARSN (if applicable) Not Applicable
There was a change in the interests of the
substantial holder on May 11, 2020
The previous notice was given to the company on May11, 2020
The previous notice was dated May07, 2020
The holder became aware on May 13, 2020

2. Previous and present 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 when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4) Previous notice Previous notice Present notice Present notice
Person’s votes Voting power(5) Person’s votes Voting power(5)
Ordinary Shares 7,410,551 6.53% 6,096,194 5.37%
Based on 113,422,884
Ordinary Shares
Outstanding
Based on 113,422,884
Ordinary Shares
Outstanding

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate 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 (6)
Consideration given in
relation to change (7)
Class and number of
Securities affected
Person’s
votes
affected
05/08/2020 Morgan Stanley Australia Securities Limited Buy 37.40 10 Ordinary Shares 10
05/08/2020 Morgan Stanley Australia Securities Limited Buy 3,002.00 790 Ordinary Shares 790
05/08/2020 Morgan Stanley Australia Securities Limited Buy 8,835.81 2,307 Ordinary Shares 2,307
05/08/2020 Morgan Stanley Australia Securities Limited Buy 1,173.51 306 Ordinary Shares 306
05/08/2020 Morgan Stanley Australia Securities Limited Buy 1,462.50 390 Ordinary Shares 390
05/08/2020 Morgan Stanley Australia Securities Limited Buy 1,828.80 480 Ordinary Shares 480
05/08/2020 Morgan Stanley Australia Securities Limited Sell 1,855.00 500 Ordinary Shares 500
05/08/2020 Morgan Stanley Australia Securities Limited Sell 10,426.60 2,818 Ordinary Shares 2,818
05/08/2020 Morgan Stanley Australia Securities Limited Sell 10,203.93 2,811 Ordinary Shares 2,811
05/08/2020 Morgan Stanley Australia Securities Limited Sell 331.53 89 Ordinary Shares 89
05/08/2020 Morgan Stanley Australia Securities Limited Sell 1,456.68 398 Ordinary Shares 398
05/08/2020 Morgan Stanley Australia Securities Limited Sell 7,793.40 2,095 Ordinary Shares 2,095
05/08/2020 Morgan Stanley Australia Securities Limited Sell 6,328.08 1,692 Ordinary Shares 1,692
05/08/2020 Morgan Stanley Australia Securities Limited Sell 7,104.65 1,915 Ordinary Shares 1,915
05/08/2020 Morgan Stanley Australia Securities Limited Sell 1,830.00 500 Ordinary Shares 500
05/08/2020 Morgan Stanley Australia Securities Limited Sell 344.10 93 Ordinary Shares 93
05/08/2020 Morgan Stanley Australia Securities Limited Sell 737,648.28 197,687 Ordinary Shares 197,687
05/11/2020 Morgan Stanley Australia Securities Limited Sell 277.50 74 Ordinary Shares 74
05/11/2020 Morgan Stanley Australia Securities Limited Sell 2,822.40 720 Ordinary Shares 720
05/11/2020 Morgan Stanley Australia Securities Limited Sell 638.96 163 Ordinary Shares 163

1

05/11/2020 Morgan Stanley Australia Securities Limited Buy 1,118.05 295 Ordinary Shares 295
05/11/2020 Morgan Stanley Australia Securities Limited Buy 10,697.76 2,622 Ordinary Shares 2,622
05/11/2020 Morgan Stanley Australia Securities Limited Buy 9,750.00 2,500 Ordinary Shares 2,500
05/11/2020 Morgan Stanley Australia Securities Limited Buy 214.32 57 Ordinary Shares 57
05/11/2020 Morgan Stanley Australia Securities Limited Buy 1,169.67 307 Ordinary Shares 307
05/11/2020 Morgan Stanley Australia Securities Limited Buy 2,603.00 685 Ordinary Shares 685
05/11/2020 Morgan Stanley Australia Securities Limited Sell 1,166.24 296 Ordinary Shares 296
05/11/2020 Morgan Stanley Australia Securities Limited Sell 3,323.40 870 Ordinary Shares 870
05/11/2020 Morgan Stanley Australia Securities Limited Buy 1,083.32 292 Ordinary Shares 292
05/11/2020 Morgan Stanley Australia Securities Limited Buy 8,040.00 2,000 Ordinary Shares 2,000
05/11/2020 Morgan Stanley Australia Securities Limited Buy 1,980.00 500 Ordinary Shares 500
05/11/2020 Morgan Stanley Australia Securities Limited Buy 3,880.00 1,000 Ordinary Shares 1,000
05/11/2020 Morgan Stanley Australia Securities Limited Buy 1,915.00 500 Ordinary Shares 500
05/11/2020 Morgan Stanley Australia Securities Limited Buy 1,297.50 346 Ordinary Shares 346
05/11/2020 Morgan Stanley Australia Securities Limited Buy 3,877.50 1,034 Ordinary Shares 1,034
05/11/2020 Morgan Stanley Australia Securities Limited Buy 6,377.76 1,648 Ordinary Shares 1,648
05/11/2020 Morgan Stanley Australia Securities Limited Buy 8,235.92 2,101 Ordinary Shares 2,101
05/11/2020 Morgan Stanley Australia Securities Limited Buy 15,622.38 4,122 Ordinary Shares 4,122
05/11/2020 Morgan Stanley Australia Securities Limited Buy 1,884.70 470 Ordinary Shares 470
05/11/2020 Morgan Stanley Australia Securities Limited Sell 4,305,300.00 1,130,000 Ordinary Shares 1,130,000
05/11/2020 Morgan Stanley Australia Securities Limited Sell 5,127.87 1,353 Ordinary Shares 1,353
05/11/2020 Morgan Stanley Australia Securities Limited Sell 3,870.00 1,000 Ordinary Shares 1,000
05/11/2020 Morgan Stanley Australia Securities Limited Buy 3,800.00 1,000 Ordinary Shares 1,000
05/11/2020 Morgan Stanley Australia Securities Limited Buy 1,975.00 500 Ordinary Shares 500
05/11/2020 Morgan Stanley Australia Securities Limited Sell 1,672.00 440 Ordinary Shares 440
05/11/2020 Morgan Stanley Australia Securities Limited Buy 18,186.48 4,524 Ordinary Shares 4,524
05/11/2020 Morgan Stanley Australia Securities Limited Buy 12,050.92 3,122 Ordinary Shares 3,122
05/11/2020 Morgan Stanley Australia Securities Limited Buy 2,950.43 791 Ordinary Shares 791
05/11/2020 Morgan Stanley Australia Securities Limited Sell 7,203.24 1,926 Ordinary Shares 1,926
05/11/2020 Morgan Stanley Australia Securities Limited Sell 2,105.20 554 Ordinary Shares 554
05/11/2020 Morgan Stanley Australia Securities Limited Sell 1,751.25 467 Ordinary Shares 467
05/11/2020 Morgan Stanley Australia Securities Limited Sell 3,884.75 1,025 Ordinary Shares 1,025
05/11/2020 Morgan Stanley Australia Securities Limited Buy 1,711.40 430 Ordinary Shares 430

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Registered holder
of securities
Person entitled
to be registered
as holder (8)
Nature of relevant interest (6) Class and number
of securities
Person's
votes
Morgan Stanley
Australia Securities
(Nominee) Pty
Limited
Not Applicable
S
c
t
hares held or in respect of which the holder may exercise
ontrol over disposal in the ordinary course of sales and
rading businesses.
6,096,194 Ordinary
Shares
6
,096,194
T
e
t
he above entity is a body corporate that each upstream
ntity controls and therefore has the relevant interests that
he above entity has.
6,096,194 Ordinary
Shares
6
,096,194

5. Changes in association The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable)

Nature of association

2

Not Applicable

Not Applicable

6. 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 Australia Securities Limited Level 39, Chifley Tower, 2 Chifley Square, Sydney, 2000, AUSTRALIA.

Signature

print name Wilson Li sign here

==> picture [61 x 65] intentionally omitted <==

capacity Vice President
date May 13, 2020

3

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 stated in Section 4.

Name └─┬─Morgan Stanley └─┬─Morgan Stanley International Holdings Inc. └─┬─Morgan Stanley (Australia) Securities Holdings Pty Limited └───Morgan Stanley Australia Securities Limited

Signature

print name
sign here
Wilson Li
capacity
Vice President
date
May 13, 2020

4

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, 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.

5

GUIDE

This guide does not form part of the prescribed form and is included by ASIC to assist you in completing and lodging form 604.

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Signature

This form must be signed by either a director or a secretary of the substantial holder.

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Lodging period

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Nil

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==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

Lodging Fee

==> picture [4 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [4 x 4] intentionally omitted <==

==> picture [4 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

Nil

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [5 x 5] intentionally omitted <==

==> picture [4 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

==> picture [5 x 4] intentionally omitted <==

Other forms to be completed

Additional information

Nil

  • (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:

==> picture [4 x 4] intentionally omitted <==

  • (A) a takeover bid is made for voting shares in the company or voting interests in the scheme; and

==> picture [4 x 5] intentionally omitted <==

  • (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 A.C.N 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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