Austal : Becoming a substantial holder from PDL

December 20, 2018 at 12:40 am EST

Pendal Group Limited

Level 14, The Chifley Tower 2 Chifley Square

Sydney NSW 2000 Australia

ABN 28 126 385 822

Company Announcements Platform Australian Securities Exchange Limited 20 Bridge Street

SYDNEY NSW 2000

20 December 2018

Re: Notice of Initial Substantial Holder

In accordance with section 671B of the Corporations Act 2001 (Cth), we attach a Notice of Initial Substantial Holder (Form 603) in respect of Austal Limited (ASB).

Yours faithfully,

Joanne Hawkins

Group Company Secretary

{00015759.docx}

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

AUSTAL LIMITED (ASB)
ACN 009 250 266
Name	PENDAL GROUP LIMITED (PDL)
ACN/ARSN (if applicable)	ACN 126 385 822
The holder became a substantial holder on	18/12/2018

Company Name/SchemeACN/ARSN

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	17,608,340	17,608,340
Total	17,608,340	17,608,340	5.00%

Details of relevant interests

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

Holder of relevant interest	Nature of relevant interest (7)	Number of securities	Class of securities
Pendal Fund Services Limited *	Pendal Fund Services Limited is the responsible entity of various managed investment schemes and, in that capacity, can exercise the power to vote or dispose of the shares.	9,918,743	Ordinary
Pendal Institutional Limited	Pendal Institutional Limited is the responsible entity of various managed investment schemes and, in that capacity, can exercise the power to vote or dispose of the shares.	7,689,597	Ordinary

*Pendal Fund Services Limited has appointed Pendal Institutional Limited to act as the investment manager of the trusts of which it is responsible entity, giving Pendal Institutional Limited the capacity to exercise the power to vote or dispose of the shares. Pendal Institutional Limited therefore also has a relevant interest in shares in which Pendal Fund Services Limited has a relevant interest.

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	Persons entitled to be registered as holder (8)	Class and number of securities
Pendal Fund Services Limited	HSBC Custody Nominees (Australia) Limited.	See Annexure 'A'	9,918,743 Ordinary
Pendal Institutional Limited	State Street Australia Limited	See Annexure 'A'	7,689,597 Ordinary

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 (9)	Class and number of securities
				Cash	Non-cash

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

Addresses

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

Name	Address
Pendal Group Limited (PDL)	Level 14, Chifley Tower, 2 Chifley Square, Sydney NSW 2000
Pendal Fund Services Limited	Level 14, Chifley Tower, 2 Chifley Square, Sydney NSW 2000
Pendal Institutional Limited	Level 14, Chifley Tower, 2 Chifley Square, Sydney NSW 2000
AUSTAL LIMITED (ASB)	The Company Secretary, AUSTAL LIMITED (ASB) 100 Clarence Beach Road HENDERSON WA 6166 Tel: +61 8 9410 1111

Signature

Print name	Joanne Hawkins	Capacity	Company Secretary
Sign here	Date	20/12/2018

DIRECTIONS

(1) If there are a number of substantial holders with similar or related relevant interests (e.g. 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 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 with 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 (e.g. 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.

ANNEXURE A

This is annexure 'A' referred to in Form 603, Notice of initial substantial holder, lodged for Pendal Group Limited ACN 126 385 822.

Sales & Purchases for the period : 18/09/2018 to 18/12/2018

SECURITY: ASB

Pendal (Fund Services) LimitedDateRegistered Company

18/10/2018 HSBC Custody Nominees (Australia) Limited.
19/10/2018 HSBC Custody Nominees (Australia) Limited.
19/10/2018 HSBC Custody Nominees (Australia) Limited.
14/11/2018 HSBC Custody Nominees (Australia) Limited.
14/11/2018 HSBC Custody Nominees (Australia) Limited.
14/11/2018 HSBC Custody Nominees (Australia) Limited.
14/11/2018 HSBC Custody Nominees (Australia) Limited.
15/11/2018 HSBC Custody Nominees (Australia) Limited.
16/11/2018 HSBC Custody Nominees (Australia) Limited.
19/11/2018 HSBC Custody Nominees (Australia) Limited.
20/11/2018 HSBC Custody Nominees (Australia) Limited.
21/11/2018 HSBC Custody Nominees (Australia) Limited.
23/11/2018 HSBC Custody Nominees (Australia) Limited.
26/11/2018 HSBC Custody Nominees (Australia) Limited.
27/11/2018 HSBC Custody Nominees (Australia) Limited.
Joanne Hawkins - Company Secretary, Pendal Group Limited 20/12/2018
Nature of ChangeQuantity
Consideration
Buy Buy Buy Buy Buy Buy Buy Buy Buy Buy Buy Buy Buy Buy Buy
Class of SecuritiesPerson's votes affected
40,792
73,017.68
5,180
9,272.20
896,804
1,614,247.20
61,740
114,836.40
549,556
1,044,156.40
3,212
5,942.20
280,137
535,061.67 Ordinary 280,137
87,154
162,106.44 Ordinary 87,154
9,302
23,156
3,295
6,128.70 17,301.72 43,070.16
111,958
208,241.88 Ordinary 111,958
43,446
52,615
80,809.56 97,337.75
140,353
261,056.58 Ordinary 140,353
Total

2,308,700 4,272,586.54

Ordinary 40,792

Ordinary 5,180

Ordinary 896,804

Ordinary 61,740

Ordinary 549,556

Ordinary 3,212

Ordinary 3,295

Ordinary 9,302

Ordinary 23,156

Ordinary 43,446

Ordinary 52,615

Pendal (Fund Services) Limited Total :Pendal (Institutional) Limited

2,308,700 4,272,586.54

DateRegistered Company

18/10/2018