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WEB TRAVEL GROUP LIMITED — Major Shareholding Notification 2021
Apr 7, 2021
66049_rns_2021-04-07_3c78af69-5873-4c8b-a1db-90307ad4d325.pdf
Major Shareholding Notification
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ASX Form 603
Form 603
Corporations Act 2001 Section 671B
Notice of initial substantial shareholder
To Company Name/Scheme
WEBJET LIMITED
ACN ACN 002 013 612
1. Details of substantial holder
Name The Goldman Sachs Group, Inc. (“GSGI”) on behalf of itself and its subsidiaries (“Goldman Sachs Group”) including its significant subsidiaries listed in Annexure A (“Significant Subsidiaries”) and Goldman Sachs Holdings ANZ Pty Limited and its subsidiaries (“Goldman Sachs Australia Group”)
ACN/ARSN (if applicable) Not applicable
The holder became a 01 April 2021 substantial holder on
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 | Persons’ votes | Voting power |
|---|---|---|---|
| Fully Paid Ordinary Shares | 17,085,068 | 17,085,068 | 5.04% |
3. Details of relevant interests
The nature of the relevant interest the substantial holder 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 | Class and number of securities | |
| GSGI | GSGI has a relevant interest in fully paid ordinary shares by virtue of section 608(3) of the Corporations Act 2001. |
17,085,068 | Fully Paid Ordinary Shares |
| Goldman Sachs Asset Management, L.P. (“GSAMLP”) |
GSAMLP has a relevant interest in fully paid ordinary shares in its capacity as investment manager for a range of client portfolios. |
67,879 | Fully Paid Ordinary Shares |
| Goldman Sachs & Co. LLC ("GSCO") |
Holder of shares subject to an obligation to return under the securities lending agreements (see Annexure B). |
13,953,816 | Fully Paid Ordinary Shares |
| Goldman Sachs International (“GSI”) |
Holder of shares subject to an obligation to return under the securities lending agreements (see Annexure B). |
3,063,373 | Fully Paid Ordinary Shares |
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ASX Form 603
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 |
Class and number of securities | Class and number of securities |
|---|---|---|---|---|
| GSAMLP | Bank of New York Mellon | Various Clients | 67,879 | Fully Paid Ordinary Shares |
| GSCO | HSBC Custody Nominees Australia Limited |
GSCO | 13,953,816 | Fully Paid Ordinary Shares |
| GSI | HSBC Custody Nominees Australia Limited |
GSI | 3,063,373 | Fully Paid Ordinary Shares |
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 | Class and number of securities |
|---|---|---|---|
| Please refer to Annexure B and C. |
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 |
|---|---|
| N/A | N/A |
7. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| GSGI | Corporation Trust Center, 1209 Orange Street, Wilmington DE 19801, USA |
| Goldman Sachs Australia Group | All care of Level 17, 101 Collins Street, Melbourne Victoria 3000, Australia |
| GSAMLP | Corporation Trust Center, 1209 Orange Street, Wilmington DE 19801, USA |
| GSCO | 200 West Street, New York, NY 10282, USA |
| GSI | Plumtree Court, 25 Shoe Lane, London EC4A 4AU, United Kingdom |
| HSBC Custody Nominees Australia Limited | GPO Box 5302, Sydney NSW 2001, Australia |
| Bank of New York Mellon | One Wall Street, 15thFloor, New York, NY 10286 |
Signature
Print name Regina Chan Capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act)
Sign here Date 07 April 2021
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ASX Form 603
Annexure A
(This is Annexure A of two (2) pages referred to in Form 603, Notice of initial substantial shareholder)
Significant Subsidiaries of The Goldman Sachs Group, Inc.
The following are significant subsidiaries of The Goldman Sachs Group, Inc. as of December 31, 2020 and the states or jurisdictions in which they are organized. Each subsidiary is indented beneath its principal parent. The Goldman Sachs Group, Inc. owns, directly or indirectly, at least 99% of the voting securities of substantially all of the subsidiaries included below. The names of particular subsidiaries have been omitted because, considered in the aggregate as a single subsidiary, they would not constitute, as of the end of the year covered by this report, a “significant subsidiary” as that term is defined in Rule 1-02(w) of Regulation S-X under the Securities Exchange Act of 1934.
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ASX Form 603
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THE GOLDMAN SACHS GROUP, INC AND ITS SUBSIDIARIES
Signature
Print name Regina Chan Capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act) Sign here Date 07 April 2021
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ASX Form 603
Annexure B
(This is Annexure B of fifteen (15) pages referred to in Form 603, Notice of initial substantial shareholder)
This is Annexure B referred to in the Form 603: Notice of initial substantial shareholder issued by The Goldman Sachs Group, Inc. and its subsidiaries.
The following is description of the securities lending agreements referenced in the accompanying Form 603:
| Type of agreement | Master Securities Loan Agreement ("MSLA") |
|---|---|
| Parties to agreement | Goldman, Sachs & Co. (the “Borrower”); Citibank, N.A., acting as agent on behalf of its clients(the "Lender") |
| Transfer date | 11 January 2021, 28 January 2021, 31 March 2021 |
| Holder of voting rights | Securities Borrower, Goldman, Sachs & Co. |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
No |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes - with notice given to the other party prior to the Close of Business on a Business Day. |
| Does the lender have the right to recall early?Yes/no If yes, detail |
Yes - with notice given to the other party prior to the Close of Business on a Business Day. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes - Borrower will redeliver securities. |
| Type of agreement | Loan Agreement |
|---|---|
| Parties to agreement | Goldman Sachs & Co. (“Borrower”) Brown Brothers Harriman & Co (“Agent”) |
| Transfer date | 22 February 2021, 23 February 2021, 11 March 2021, 15 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? Yes/no If yes, detail |
No |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? Yes/no If yes, detail |
Yes – with notice. |
| Does the lender have the right to recall early? Yes/no If yes, detail |
Yes – with notice. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes – no exceptions. |
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ASX Form 603
| Type of agreement | Securities Loan Agreement |
|---|---|
| Parties to agreement | Goldman Sachs & Co. (“Borrower”) Brown Brothers Harriman & Co (“Agent”) Goldman Sachs International (as UK agent for Goldman Sachs & Co. LLC) |
| Transfer date | 22 March 2021, 31 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? Yes/no Ifyes, detail |
No |
| Scheduled return date(if any) | N/A |
| Does the borrower have the right to return early? Yes/no Ifyes,detail |
Yes – with notice. |
| Does the lender have the right to recall early? Yes/no Ifyes,detail |
Yes – with notice. |
| Will the securities be returned on settlement?Yes/no Ifyes,detail anyexceptions |
Yes – no exceptions. |
| Type of agreement | Master Securities Loan Agreement |
|---|---|
| Parties to agreement | Deutsche Bank AG as Agent (the “Lender”) ; Goldman, Sachs & Co. LLC (the “Borrower”) |
| Transfer date | 31 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? Yes/no If yes, detail |
No. |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes, with notice. |
| Does the lender have the right to recall early? Yes/no If yes, detail |
Yes, with notice. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes, Borrower to transfer Securities to Lender on termination date. |
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ASX Form 603
| Type of agreement | Securities Loan Agreement |
|---|---|
| Parties to agreement | The Bank of New York (the “Lender”) Goldman Sachs & Co. (the “Borrower”); |
| Transfer date | 01 April 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
No |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes, by giving 1 business day notice to Lender |
| Does the lender have the right to recall early?Yes/no If yes, detail |
Yes, by giving 5 business days’ notice to Borrower |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes, no exceptions |
| Type of agreement | Master Equity & Fixed Interest Stock Lending Agreement |
|---|---|
| Parties to agreement | JPMorgan Chase Bank, N.A.- London Branch (the “Lender”) ; Goldman Sachs International (the “Borrower”) |
| Transfer date | 24 December 2020, 31 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
Will use best endeavours to arrange for the voting rights attached to the Securities to be exercised in accordance with the instructions of the Lender provided Lender notifies of its instructions in writing no later than 7 Business Days prior to the vote. |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes, Borrower may terminate a particular loan of Securities at any time. |
| Does the lender have the right to recall early?Yes/no If yes, detail |
Yes, with notice. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes – Borrower will redeliver Equivalent Securities. |
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ASX Form 603
| Type of agreement | Securities Loan Agreement |
|---|---|
| Parties to agreement | Goldman, Sachs & Co. (the “Borrower”); State Street Bank and Trust and Company (the “Lender”) |
| Transfer date | 07 January2021, 19 January2021, 03 March 2021 |
| Holder of voting rights | Securities Borrower, Goldman, Sachs & Co. |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
No |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? Yes/no If yes, detail |
Yes, the borrower may return borrowed securities upon giving notice |
| Does the lender have the right to recall early? Yes/no If yes, detail |
Yes, the lender may recall lent securities upon giving notice |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes |
| Type of agreement | Global Master Securities Lending Agreement |
|---|---|
| Parties to agreement | State Street Bank and Trust Company (the “Lender”) |
| Goldman Sachs International (the “Borrower”); | |
| Transfer date | No transaction from 02 December 2020 to 01 April 2021 |
| Holder of voting rights | Securities Borrower, Goldman Sachs International |
| Are there any restrictions on voting rights? Yes/no |
No, unless otherwise agreed by the Parties. |
| If yes, detail | |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? Yes/no |
Yes - at any time, subject to the terms of the relevant Loan. |
| If yes, detail | |
| Does the lender have the right to recall early? Yes/no |
Yes - with notice on any Business Day of not less than the standard settlement time for the Equivalent Securities on the exchange or in the clearing organisation through which the Loaned Securities were originallydelivered. |
| If yes, detail | |
| Will the securities be returned on settlement? Yes/no |
Yes - Borrower will redeliver securities. |
| If yes, detail any exceptions |
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ASX Form 603
| Type of agreement | Master Securities Borrowing Agreement |
|---|---|
| Parties to agreement | Goldman, Sachs & Co. (the “Borrower”); Northern trust company. (the “Lender”) |
| Transfer date | 08 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
No |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes, by giving notice and transferring loaned securities before the defined cutoff time. |
| Does the lender have the right to recall early?Yes/no If yes, detail |
Yes, by giving notice to Borrower. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes -- Borrower will redeliver securities. |
| Type of agreement | Master Securities Lending Agreement |
|---|---|
| Parties to agreement | Goldman, Sachs & Co. (the “Borrower”); Blackrock Institutional Trust Company, N.A. (the “Lender”) |
| Transfer date | 18 March 2021 |
| Holder of voting rights | Securities Borrower, Goldman, Sachs & Co. |
| Are there any restrictions on voting rights? Yes/no If yes, detail |
No |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? Yes/no If yes, detail |
Yes, the borrower may return borrowed securities upon giving notice |
| Does the lender have the right to recall early? Yes/no If yes, detail |
Yes, the lender may recall lent securities upon giving notice |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes |
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ASX Form 603
| Type of agreement | Securities Loan Agreement |
|---|---|
| Parties to agreement | Goldman, Sachs & Co. Brown Brothers Harriman & Co. |
| Transfer date | 23 February 2021, 11 March 2021, 15 March 2021, 17 March 2021,23March 2021, 31 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
No, unless otherwise agreed between the parties |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no Ifyes, detail |
Yes, with notice. |
| Does the lender have the right to recall early?Yes/no If yes, detail |
Yes, with notice. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes – no exceptions. |
| Type of agreement | Overseas Securities Lender’s Agreement |
|---|---|
| Parties to agreement | Goldman Sachs International (the “Borrower”); Citibank, N.A., acting as agent on behalf of its clients (the "Lender") |
| Transfer date | 14 December 2020, 08 February 2021, 23 February 2021, 24 February2021,25March 2021, 31 March 2021 |
| Holder of voting rights | Securities Borrower, Goldman Sachs International |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
Yes, the Borrower will use its best endeavours to arrange for the voting rights attached to the borrowed securities to be exercised in accordance with the instructions of the Lender provided that such instructions are given in writing to the Borrower no later than 7 Business Days prior to the date of the vote. |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes - subject to the terms of the relevant Borrowing Request. |
| Does the lender have the right to recall early?Yes/no Ifyes, detail |
Yes - with notice on any Business Day of not less than the standard settlement time for the securities on the exchange or in the clearing organization through which the borrowed securities were originally delivered. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes - Borrower will redeliver securities. |
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ASX Form 603
| Type of agreement | Securities Loan Agreement |
|---|---|
| Parties to agreement | Goldman, Sachs & Co. (the “Borrower”); Brown Brothers Harriman & Co. (the “Lender”) |
| Transfer date | 19 January 2021, 02 February 2021, 11 March 2021, 23 March 2021, 31 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? Yes/no If yes, detail |
No |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes, with notice. |
| Does the lender have the right to recall early? Yes/no If yes, detail |
Yes, with notice. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes - Borrower will redeliver securities. |
| Type of agreement | Master Securities Lending Agreement |
|---|---|
| Parties to agreement | Goldman, Sachs & Co. JPMorgan Chase Bank |
| Transfer date | 23 February 2021, 31 March 2021, 01 April 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? Yes/no If yes, detail |
No |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes, by oral notice |
| Does the lender have the right to recall early?Yes/no If yes, detail |
Yes, by oral notice |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes, no exceptions |
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ASX Form 603
| Type of agreement | Master Securities Loan Agreement ("MSLA") |
|---|---|
| Parties to agreement | Goldman, Sachs & Co. (the “Borrower”); |
| Citibank, N.A., acting as agent on behalf of its clients (the "Lender") | |
| Transfer date | 31 March 2021 |
| Holder of voting rights | Securities Borrower, Goldman, Sachs & Co. |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
No |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? Yes/no If yes, detail |
Yes - with notice given to the other party prior to the Close of Business on a Business Day. |
| Does the lender have the right to recall early? Yes/no If yes, detail |
Yes - with notice given to the other party prior to the Close of Business on a Business Day. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes - Borrower will redeliver securities. |
| Type of agreement | Securities Lending Agreement |
|---|---|
| Parties to agreement | UBS Switzerland AG and Goldman Sachs International |
| Transfer date | 10 December 2020, 20 January 2021, 31 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
No – unless otherwise agreed between the Parties. |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early? Yes/no Ifyes, detail |
Yes – no noticed required, can redeliver at any time. |
| Does the lender have the right to recall early? Yes/no If yes, detail |
Yes – with notice. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes, in accordance with the Agreement and the terms of the relevant Loan on termination of the Loan. |
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ASX Form 603
| Type of agreement | Master Securities Loan Agreement ("MSLA") |
|---|---|
| Parties to agreement | Goldman, Sachs & Co. (the “Borrower”); Barclays Global Investors, N.A., as agent or trustee for various agency or trust accounts specified in Appendix A of the MSLA (the "Lender") |
| Transfer date | No transaction from 02 December 2020 to 01 April 2021 |
| Holder of voting rights | Securities Borrower, Goldman, Sachs & Co. |
| Are there any restrictions on voting rights? Yes/no If yes, detail |
No |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes - with notice given to the other party prior to the Close of Business on a Business Day. |
| Does the lender have the right to recall early?Yes/no Ifyes, detail |
Yes - with notice given to the other party prior to the Close of Business on a Business Day. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes - Borrower will redeliver securities. |
| Type of agreement | Overseas LendingAgreement |
|---|---|
| Parties to agreement | RBC Investor Services Trust Goldman Sachs International |
| Transfer date | 31 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights? Yes/no Ifyes, detail |
Borrower undertakes to use best endeavours to arrange for any voting rights to be exercised in accordance with instructions from Lender provided that best efforts are made to notify Borrower of its instructions in writing no later than 7 Business Days prior to the date on which such votes are exercisable or as otherwise agreed between the Parties. |
| Scheduled return date(if any) | N/A |
| Does the borrower have the right to return early?Yes/no Ifyes, detail |
Yes, with notice |
| Does the lender have the right to recall early?Yes/no Ifyes, detail |
Yes, with notice |
| Will the securities be returned on settlement?Yes/no Ifyes, detail anyexceptions |
Yes – no exceptions. |
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ASX Form 603
| Type of agreement | Exclusive Securities Lending Agreement |
|---|---|
| Parties to agreement | Goldman, Sachs & Co. (Principal Borrower) Securities Finance Trust Company (Lending Agent) SEI Institutional International Trust acting for and on behalf of Emerging Markets Equity Fund (Lender) |
| Transfer date | 31 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights?Yes/no Ifyes,detail |
No. |
| Scheduled return date (if any) |
N/A |
| Does the borrower have the right to return early? Yes/no If yes, detail |
Yes. In the event of a termination event described in Section 9 hereof, the "Early Term End Date" shall be defined as the later of (i) the date set forth in any notification of termination by one party to the other, or (ii) upon a recall by Lender or Lending Agent, the day after the expiration of the standard settlement time for redelivery of such Securities on the exchange or in the clearing organization through which the Securities were originally delivered. “Term End Date” means the earlier of (a) the Early Term End Date (if applicable) and (b) the Scheduled Term End Date. Upon termination of this Agreement as it relates to any or all Lot(s), outstanding Loans of such Lot(s) shall be terminated as provided in the the Master Agreement and all Loaned Securities of such in Lot(s) shall be returned by Term End Date, and Principal Borrower's right to borrow the Loanable Securities of such Lot(s) pursuant to this Agreement shall terminate. In the event that (i) Principal Borrower terminates this Agreement during the term of this Agreement as a result of a material breach of the Agreement by Lending Agent or Lender, or as a result of the inability of Custodian to perform its duties as contemplated by the Operational Procedures, Principal Borrower is unable to borrow Loanable Securities and Lender or Lending Agent has not promptly remedied the situation upon notice by Principal Borrower or (ii) Lending Agent, on behalf of Lender, terminates this Agreement during the term of this Agreement for any reason other than a material breach of the Agreement by Principal Borrower then, upon such termination, Principal Borrower shall pay Lender any unpaid Exclusive Fees prorated through the date of termination. In the event that (i) Lending Agent, on behalf of Lender, terminates this Agreement during the term of this Agreement as a result of a material breach of the Agreement by Principal Borrower, or (ii) Principal Borrower terminates this Agreement other than as a result of a material breach of this Agreement by Lending Agent or Lender then, upon such termination, Principal Borrower shall pay Lender the |
| Does the lender have the right to recall early? Yes/no |
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ASX Form 603
| If yes, detail | unpaid Exclusive Fees for the full term of the Agreement. This Agreement shall terminate on the day after the day on which all Loaned Securities are returned. If by reason of a regulatory, legal, political, corporate governance or any other similar event, Lender suspends all securities lending, and/or Lender's securities lending business is terminated or materially restricted, Lending Agent may recall all outstanding Loaned Securities, no new Loans will be allowed, and this Agreement shall terminate on the day after the day on which all Loaned Securities are returned. |
|---|---|
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes, all Loaned Securities for each Lot must be returned by the relevant Term End Date. Notwithstanding the foregoing, in the event Lender and Principal Borrower agree that Principal Borrower will retain the exclusive right to borrow some or all of the Lots for an additional consecutive term (in which case a new Exclusive Securities Lending Agreement will be entered into between the parties, and any then outstanding Loaned Securities shall be "Loaned Securities" (howsoever described) for the purpose of the new Exclusive Securities Lending Agreement), Principal Borrower shall not be required to return Loaned Securities within the retained Lots by the Term End Date, unless such Loaned Securities are recalled by Lender prior to the Term End Date. |
| Type of agreement | Overseas Securities Lender’s Agreement |
|---|---|
| Parties to agreement | Goldman Sachs International (the “Borrower”); HSBC Bank PLC(the “Lender”) |
| Transfer date | 31 March 2021 |
| Holder of voting rights | Securities Borrower, Goldman Sachs International |
| Are there any restrictions on voting rights? Yes/no If yes, detail |
Yes, the Borrower will use its best endeavours to arrange for the voting rights attached to the borrowed securities to be exercised in accordance with the instructions of the Lender provided that such instructions are given in writing to the Borrower no later than 7 Business Days prior to the date of the vote. |
| Scheduled return date(if any) | N/A |
| Does the borrower have the right to return early?Yes/no Ifyes, detail |
Yes - subject to the terms of the relevant Borrowing Request. |
| Does the lender have the right to recall early?Yes/no Ifyes, detail |
Yes - with notice on any Business Day of not less than the standard settlement time for the securities on the exchange or in the clearing organization through which the borrowed securities were originally delivered. |
| Will the securities be returned on settlement?Yes/no Ifyes, detail anyexceptions |
Yes - Borrower will redeliver securities. |
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ASX Form 603
| Type of agreement | Global Master Securities Lending Agreement |
|---|---|
| Parties to agreement | Goldman Sachs International Merrill Lynch International |
| Transfer date | 01 April 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
No, unless otherwise agreed between the Parties. |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes, subject to the terms of the relevant Loan and in accordance with Lender’s instructions. |
| Does the lender have the right to recall early?Yes/no If yes, detail |
Yes, with notice, and subject to the event of default clause and the terms of the relevant Loan. |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes. In the case of Securities, Collateral, Equivalent Securities or Equivalent Collateral title to which is registered in a computer- based system which provides for the recording and transfer of title to the same by way of book entries, delivery and transfer of title shall take place in accordance with the rules and procedures of such system as in force from time to time. The Party acquiring such right, title and interest shall have no obligation to return or deliver any of the assets so acquired but, in so far as any Securities are borrowed by or any Collateral is delivered to such Party, such Party shall be obliged, subject to the terms of this Agreement, to deliver Equivalent Securities or Equivalent Collateral as appropriate. |
| Type of agreement | Global Master Securities Lending Agreement |
|---|---|
| Parties to agreement | Goldman Sachs International |
| Credit Suisse AG, Dublin Branch | |
| Transfer date | 31 March 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
No, unless otherwise agreed between the Parties. |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no Ifyes, detail |
Yes, subject to the terms of the relevant Loan and in accordance with Lender’s instructions |
| Does the lender have the right to recall early?Yes/no Ifyes, detail |
Yes, with notice, and subject to the event of default clause and the terms of the relevant Loan |
| Will the securities be returned on settlement?Yes/no |
Yes. In the case of Securities, Collateral, Equivalent Securities or Equivalent Collateral title to which is registered in a computer- based system which provides for the recording and transfer of title to the same by way of book entries, delivery and transfer of title |
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ASX Form 603
shall take place in accordance with the rules and procedures of such system as in force from time to time. The Party acquiring such right, title and interest shall have no obligation to return or deliver any of the assets so acquired but, in so far as any Securities are borrowed by or any Collateral is delivered to such Party, such Party shall be obliged, subject to the terms of this Agreement, to deliver Equivalent Securities or Equivalent Collateral as appropriate. If yes, detail any exceptions
| Type of agreement | Global Master Securities Lending Agreement |
|---|---|
| Parties to agreement | BNP Paribas Securities Services Goldman Sachs International |
| Transfer date | 01 April 2021 |
| Holder of voting rights | Borrower |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
No, unless otherwise agreed between the Parties |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes, subject to the terms of the relevant Loan and in accordance with Lender’s instructions |
| Does the lender have the right to recall early?Yes/no Ifyes, detail |
Yes, with notice, and subject to the set-off clause and the terms of the relevant Loan |
| Will the securities be returned on settlement?Yes/no Ifyes, detail anyexceptions |
Yes. In the case of Securities, Collateral, Equivalent Securities or Equivalent Collateral title to which is registered in a computer based system which provides for the recording and transfer of title to the same by way of book entries, delivery and transfer of title shall take place in accordance with the rules and procedures of such system as in force from time to time. The Party acquiring such right, title and interest shall have no obligation to return or redeliver any of the assets so acquired but, in so far as any Securities are borrowed or any Collateral is delivered to such Party, such Party shall be obliged, subject to the terms of this Agreement, to redeliver Equivalent Securities or Equivalent Collateral as appropriate. |
17
ASX Form 603
| Type of agreement | Master Equity& Fixed Interest Stock LendingAgreement |
|---|---|
| Parties to agreement | Barclays Capital Securities Limited Goldman Sachs International |
| Transfer date | 31 March 2021 |
| Holder of voting rights | For the avoidance of doubt the Parties agree that subject as hereinbefore provided any voting rights attaching to the relevant Securities, Equivalent Securities, Collateral and/or Equivalent Collateral shall be exercisable by the persons in whose name they are registered or in the case of Securities, Equivalent Securities, Collateral and/or Equivalent Collateral in bearer form, the persons by or on behalf of whom they are held, and not necessarily by the Borrower or the Lender (as the case may be). |
| Are there any restrictions on voting rights?Yes/no If yes, detail |
Each Party hereby undertakes that where it holds Securities of the same description as any Securities borrowed by it or transferred to it by way of Collateral at a time when a right to vote arises in respect of such Securities, it will use its best endeavours to arrange for the voting rights attached to such Securities to be exercised in accordance with the instructions of the Lender or Borrower (as the case may be) PROVIDED THAT each Party shall use its best endeavours to notify the other of its instructions in writing no later than seven Business Days prior to the date upon which such votes are exercisable or as otherwise agreed between the Parties and that the Party concerned shall not be obliged so to exercise the votes in respect of a number of Securities greater than the number so lent or transferred to it. |
| Scheduled return date (if any) | N/A |
| Does the borrower have the right to return early?Yes/no If yes, detail |
Yes, subject to the terms of the relevant Borrowing Request and in accordance with the Lender’s instructions |
| Does the lender have the right to recall early?Yes/no If yes, detail |
Yes, with notice, and subject to the set-off clause and the terms of the relevant Borrowing Request |
| Will the securities be returned on settlement?Yes/no If yes, detail any exceptions |
Yes. In the case of Securities, Collateral, Equivalent Securities or Equivalent Collateral title to which is established through a computer based system which provides for the recording and transfer of title to the same by way of book entries, delivery and transfer of title shall take place in accordance with the rules and procedures of such system as in force from time to time. The Party acquiring such right, title and interest shall have no obligation to return or redeliver any of the assets so acquired but, in so far as any Securities are borrowed or any Collateral is delivered to such Party, such Party shall be obliged, subject to the terms of this Agreement, to redeliver Equivalent Securities or Equivalent Collateral as appropriate. |
A copy of the agreements will be provided to Webjet Limited or the Australian Securities and Investments Commission upon request.
18
ASX Form 603
THE GOLDMAN SACHS GROUP, INC AND ITS SUBSIDIARIES
Signature
Print name Regina Chan Capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act) Sign here Date 07 April 2021
19
ASX Form 603
Annexure C
(This is Annexure C of five (5) pages referred to in Form 603, Notice of initial substantial shareholder)
| Holder of Relevant Interest |
Date of Acquisition | Consideration | Class | and number of securities |
|---|---|---|---|---|
| GSI | 12/2/2020 | N/A | 233,357 | OrdinaryFullyPaid Shares |
| GSI | 12/2/2020 | N/A | 8,459 | OrdinaryFullyPaid Shares |
| GSAMLP | 12/4/2020 | 35 | 6 | OrdinaryFullyPaid Shares |
| GSCO | 12/8/2020 | 737,885 | 128,094 | OrdinaryFullyPaid Shares |
| GSCO | 12/9/2020 | 46,775 | 8,088 | OrdinaryFullyPaid Shares |
| GSCO | 12/9/2020 | N/A | 335 | OrdinaryFullyPaid Shares |
| GSAMLP | 12/10/2020 | 2,037 | 388 | OrdinaryFullyPaid Shares |
| GSCO | 12/10/2020 | 46,602 | 8,211 | OrdinaryFullyPaid Shares |
| GSI | 12/10/2020 | N/A | 675,690 | OrdinaryFullyPaid Shares |
| GSCO | 12/11/2020 | 45,570 | 8,210 | OrdinaryFullyPaid Shares |
| GSCO | 12/11/2020 | N/A | 3,708 | OrdinaryFullyPaid Shares |
| GSCO | 12/11/2020 | 259 | 47 | OrdinaryFullyPaid Shares |
| GSCO | 12/14/2020 | N/A | 15,000 | OrdinaryFullyPaid Shares |
| GSI | 12/14/2020 | N/A | 70,000 | OrdinaryFullyPaid Shares |
| GSCO | 12/15/2020 | N/A | 34,619 | OrdinaryFullyPaid Shares |
| GSI | 12/16/2020 | 19,484 | 3,777 | OrdinaryFullyPaid Shares |
| GSI | 12/16/2020 | 423 | 82 | OrdinaryFullyPaid Shares |
| GSI | 12/17/2020 | 4,623 | 917 | OrdinaryFullyPaid Shares |
| GSI | 12/17/2020 | 357 | 71 | OrdinaryFullyPaid Shares |
| GSI | 12/18/2020 | 5,182 | 979 | OrdinaryFullyPaid Shares |
| GSI | 12/22/2020 | 34 | 7 | OrdinaryFullyPaid Shares |
| GSCO | 12/24/2020 | 2,240 | 465 | OrdinaryFullyPaid Shares |
| GSI | 12/24/2020 | N/A | 60,000 | OrdinaryFullyPaid Shares |
| GSCO | 12/29/2020 | 878 | 175 | OrdinaryFullyPaid Shares |
| GSCO | 1/4/2021 | 903 | 172 | OrdinaryFullyPaid Shares |
| GSCO | 1/5/2021 | 635 | 125 | OrdinaryFullyPaid Shares |
| GSCO | 1/6/2021 | 1,048 | 207 | OrdinaryFullyPaid Shares |
| GSAMLP | 1/6/2021 | 5 | 1 | OrdinaryFullyPaid Shares |
| GSAMLP | 1/6/2021 | 50 | 10 | OrdinaryFullyPaid Shares |
| GSAMLP | 1/6/2021 | 76 | 15 | OrdinaryFullyPaid Shares |
| GSCO | 1/7/2021 | 1,344 | 266 | OrdinaryFullyPaid Shares |
| GSCO | 1/7/2021 | N/A | 95,000 | OrdinaryFullyPaid Shares |
| GSCO | 1/11/2021 | N/A | 50,000 | OrdinaryFullyPaid Shares |
| GSAMLP | 1/11/2021 | 731 | 146 | OrdinaryFullyPaid Shares |
| GSCO | 1/12/2021 | 433 | 86 | OrdinaryFullyPaid Shares |
| GSAMLP | 1/12/2021 | 452 | 92 | OrdinaryFullyPaid Shares |
20
ASX Form 603
| GSCO | 1/13/2021 | 30 | 6 | OrdinaryFullyPaid Shares |
|---|---|---|---|---|
| GSCO | 1/14/2021 | 122 | 25 | OrdinaryFullyPaid Shares |
| GSCO | 1/19/2021 | 89 | 18 | OrdinaryFullyPaid Shares |
| GSCO | 1/19/2021 | N/A | 1,000,000 | OrdinaryFullyPaid Shares |
| GSCO | 1/19/2021 | N/A | 175,000 | OrdinaryFullyPaid Shares |
| GSI | 1/20/2021 | N/A | 179,830 | OrdinaryFullyPaid Shares |
| GSAMLP | 1/20/2021 | 14,557 | 2,983 | OrdinaryFullyPaid Shares |
| GSI | 1/25/2021 | 771 | 153 | OrdinaryFullyPaid Shares |
| GSCO | 1/25/2021 | 5 | 1 | OrdinaryFullyPaid Shares |
| GSCO | 1/27/2021 | 735 | 147 | OrdinaryFullyPaid Shares |
| GSCO | 1/28/2021 | N/A | 300,000 | OrdinaryFullyPaid Shares |
| GSCO | 1/29/2021 | 1,424 | 298 | OrdinaryFullyPaid Shares |
| GSCO | 2/2/2021 | N/A | 103,569 | OrdinaryFullyPaid Shares |
| GSCO | 2/3/2021 | N/A | 143 | OrdinaryFullyPaid Shares |
| GSCO | 2/3/2021 | 135 | 29 | OrdinaryFullyPaid Shares |
| GSI | 2/5/2021 | 28,876 | 5,564 | OrdinaryFullyPaid Shares |
| GSCO | 2/8/2021 | N/A | 1,316 | OrdinaryFullyPaid Shares |
| GSI | 2/8/2021 | N/A | 345,000 | OrdinaryFullyPaid Shares |
| GSCO | 2/10/2021 | N/A | 1,112 | OrdinaryFullyPaid Shares |
| GSCO | 2/11/2021 | N/A | 4,666 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 471 | 101 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 191 | 41 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 438 | 94 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 406 | 87 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 448 | 96 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 410 | 88 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 457 | 98 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 457 | 98 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 457 | 98 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 47 | 10 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 257 | 55 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 61 | 13 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 359 | 77 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 121 | 26 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 466 | 100 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 522 | 112 | OrdinaryFullyPaid Shares |
| GSAMLP | 2/16/2021 | 1,814 | 389 | OrdinaryFullyPaid Shares |
| GSI | 2/16/2021 | 15,217 | 3,252 | OrdinaryFullyPaid Shares |
| GSI | 2/18/2021 | 29 | 6 | OrdinaryFullyPaid Shares |
| GSCO | 2/22/2021 | N/A | 700,000 | OrdinaryFullyPaid Shares |
| GSI | 2/23/2021 | 823 | 167 | OrdinaryFullyPaid Shares |
| GSCO | 2/23/2021 | N/A | 162,000 | OrdinaryFullyPaid Shares |
21
ASX Form 603
| GSCO | 2/23/2021 | N/A | 100,000 | OrdinaryFullyPaid Shares |
|---|---|---|---|---|
| GSCO | 2/23/2021 | N/A | 74,000 | OrdinaryFullyPaid Shares |
| GSCO | 2/23/2021 | N/A | 164,000 | OrdinaryFullyPaid Shares |
| GSI | 2/23/2021 | N/A | 122,000 | OrdinaryFullyPaid Shares |
| GSCO | 2/23/2021 | N/A | 1,200,000 | OrdinaryFullyPaid Shares |
| GSI | 2/24/2021 | 24,959 | 4,607 | OrdinaryFullyPaid Shares |
| GSI | 2/24/2021 | 10,486 | 1,962 | OrdinaryFullyPaid Shares |
| GSI | 2/24/2021 | N/A | 127,000 | OrdinaryFullyPaid Shares |
| GSI | 3/1/2021 | 2,422 | 422 | OrdinaryFullyPaid Shares |
| GSCO | 3/3/2021 | N/A | 275,000 | OrdinaryFullyPaid Shares |
| GSI | 3/4/2021 | 2,218,328 | 396,130 | OrdinaryFullyPaid Shares |
| GSCO | 3/8/2021 | N/A | 110,744 | OrdinaryFullyPaid Shares |
| GSCO | 3/11/2021 | N/A | 466,196 | OrdinaryFullyPaid Shares |
| GSCO | 3/11/2021 | N/A | 83,055 | OrdinaryFullyPaid Shares |
| GSCO | 3/11/2021 | N/A | 117,191 | OrdinaryFullyPaid Shares |
| GSCO | 3/11/2021 | N/A | 333,558 | OrdinaryFullyPaid Shares |
| GSCO | 3/15/2021 | N/A | 228,688 | OrdinaryFullyPaid Shares |
| GSCO | 3/15/2021 | N/A | 107,217 | OrdinaryFullyPaid Shares |
| GSCO | 3/15/2021 | N/A | 164,095 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 274 | 45 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 328 | 54 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 201 | 33 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 237 | 39 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 286 | 47 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 231 | 38 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 310 | 51 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 225 | 37 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 237 | 39 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 6 | 1 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 24 | 4 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 243 | 40 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 6 | 1 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 6 | 1 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 268 | 44 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/15/2021 | 334 | 55 | OrdinaryFullyPaid Shares |
| GSAMLP | 3/17/2021 | 6 | 1 | OrdinaryFullyPaid Shares |
| GSI | 3/17/2021 | N/A | 13,363 | OrdinaryFullyPaid Shares |
| GSI | 3/17/2021 | 2,712 | 446 | OrdinaryFullyPaid Shares |
| GSCO | 3/17/2021 | N/A | 619,000 | OrdinaryFullyPaid Shares |
| GSI | 3/18/2021 | 16,296 | 2,618 | OrdinaryFullyPaid Shares |
| GSCO | 3/18/2021 | N/A | 1,200,000 | OrdinaryFullyPaid Shares |
| GSI | 3/19/2021 | 1,453 | 235 | OrdinaryFullyPaid Shares |
22
ASX Form 603
| GSI | 3/22/2021 | N/A | 20,542 | OrdinaryFullyPaid Shares |
|---|---|---|---|---|
| GSCO | 3/22/2021 | 49,397 | 7,951 | OrdinaryFullyPaid Shares |
| GSI | 3/22/2021 | N/A | 21 | OrdinaryFullyPaid Shares |
| GSI | 3/22/2021 | N/A | 148,417 | OrdinaryFullyPaid Shares |
| GSI | 3/23/2021 | 7,729 | 1,262 | OrdinaryFullyPaid Shares |
| GSCO | 3/23/2021 | N/A | 50,000 | OrdinaryFullyPaid Shares |
| GSCO | 3/23/2021 | N/A | 69,217 | OrdinaryFullyPaid Shares |
| GSCO | 3/23/2021 | N/A | 41,015 | OrdinaryFullyPaid Shares |
| GSI | 3/25/2021 | N/A | 500,000 | OrdinaryFullyPaid Shares |
| GSI | 3/26/2021 | 6 | 1 | OrdinaryFullyPaid Shares |
| GSCO | 3/30/2021 | N/A | 13,000 | OrdinaryFullyPaid Shares |
| GSI | 3/31/2021 | N/A | 14,300 | OrdinaryFullyPaid Shares |
| GSCO | 3/31/2021 | N/A | 57,000 | OrdinaryFullyPaid Shares |
| GSI | 3/31/2021 | N/A | 1,000,000 | OrdinaryFullyPaid Shares |
| GSI | 3/31/2021 | N/A | 100,000 | OrdinaryFullyPaid Shares |
| GSCO | 3/31/2021 | N/A | 1,000,000 | OrdinaryFullyPaid Shares |
| GSCO | 3/31/2021 | N/A | 33,921 | OrdinaryFullyPaid Shares |
| GSI | 3/31/2021 | N/A | 500,000 | OrdinaryFullyPaid Shares |
| GSCO | 3/31/2021 | N/A | 270,000 | OrdinaryFullyPaid Shares |
| GSI | 3/31/2021 | N/A | 250,000 | OrdinaryFullyPaid Shares |
| GSCO | 3/31/2021 | N/A | 69,000 | OrdinaryFullyPaid Shares |
| GSI | 3/31/2021 | N/A | 150,000 | OrdinaryFullyPaid Shares |
| GSI | 3/31/2021 | N/A | 1,500,000 | OrdinaryFullyPaid Shares |
| GSCO | 3/31/2021 | N/A | 168,865 | OrdinaryFullyPaid Shares |
| GSI | 3/31/2021 | N/A | 100,000 | OrdinaryFullyPaid Shares |
| GSCO | 3/31/2021 | N/A | 126,079 | OrdinaryFullyPaid Shares |
| GSCO | 3/31/2021 | N/A | 100,000 | OrdinaryFullyPaid Shares |
| GSI | 4/1/2021 | N/A | 122,000 | OrdinaryFullyPaid Shares |
| GSCO | 4/1/2021 | N/A | 100,000 | OrdinaryFullyPaid Shares |
| GSCO | 4/1/2021 | N/A | 150,000 | OrdinaryFullyPaid Shares |
| GSCO | 4/1/2021 | N/A | 30,000 | OrdinaryFullyPaid Shares |
| GSI | 4/1/2021 | N/A | 1,000,000 | OrdinaryFullyPaid Shares |
23
ASX Form 603
THE GOLDMAN SACHS GROUP, INC AND ITS SUBSIDIARIES
Signature
Print name Regina Chan Capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act) Sign here Date 07 April 2021
24