604 Page 1 of 2 15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

ToCompany Name/Scheme

Nick Scali Limited

ACN/ARSN

000 403 896

1. Details of substantial holder (1)

Magellan Financial Group Limited and its related bodies corporate in

NameAnnexure A ('Magellan')

ACN/ARSN (if applicable) Magellan (see Annexure A)

There was a change in the interests of the substantial holder on

The previous notice was given to the company on

The previous notice was dated

2. Previous and present voting power

06/02/2020

05/09/2019

05/09/2019

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

Present notice

Person's votes

Voting power (5)

Person's votes

Voting power (5)

ORDINARY FULLY PAID

5,244,266

6.47%

4,246,769

5.24%

SHARES

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

Person whose

Nature of change (6)

Consideration given in

Class and number

Person's votes

change

relevant interest

relation to change (7)

of securities

affected

changed

affected

See Table

Magellan

Refer to Table

Refer to Table

Refer to

Refer to

B of

B of Annexure

B of Annexure

Table B of

Table B of

Annex B

B

B

Annexure B

Annexure B

4. Present relevant interests

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

Holder of

Registered holder

Person entitled to be

Nature of relevant

Class and number

Person's votes

relevant

of securities

registered as holder

interest (6)

of securities

interest

(8)

Refer to

Refer to Table

Refer to

Refer to

Magellan

Table A of

A of Annexure

Table A of

4,246,769

Annexure A

Annexure B

B

Annexure B

604 Page 2 of 2 15 July 2001

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

NA

6. Addresses

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

Name

Address

Magellan

MLC Centre, Level 36, 19 Martin Place, Sydne NSW, 2000

Signature

print name

Marcia Venegas

capacity

Company Secretary

sign here

date

10 / 02 / 2020

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 6 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 person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
  6. Include details of:
    1. 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
    2. 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.

  1. 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.
  2. 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".
  3. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

ANNEXURE A

Details of substantial holder

M agellan:

Magellan Financial Group Limited ACN 108 437 592 ("MFG")

Magellan Asset Management Limited trading as Airlie Funds Management ACN 120 593 946 ("MAM")

Nature of relevant interest

MAM has a relevant interest in the securities pursuant to section 608(1)(b) and/or section 608(1)(c) of the Corporations Act 2001 (Cth) ("Act"), being a relevant interest arising from:

  • having the power to exercise, or control the exercise of, a right to vote attached to the securities; and
  • having the power to dispose of, or control the exercise of a power to dispose of, the securities,

in its capacity as responsible entity of the Airlie Australian Share Fund, as trustee of The Airlie Concentrated Share Fund and as investment manager of various Australian Equity institutional mandates.

MFG is an associate of MAM pursuant to section 12(2)(a) of the Act and has a relevant interest in the securities by virtue of section 608(3) of the Act.

ANNEXURE B

Table A - Details of present registered holders of securities

Number of

Registered Holder

Securities

Class of securities

BNP Paribas

1,829,938

Ordinary fully paid shares

Citigroup

278,132

Ordinary fully paid shares

National Australia Bank Limited

835,134

Ordinary fully paid shares

Northern Trust

55,792

Ordinary fully paid shares

State Street

1,247,773

Ordinary fully paid shares

Total

4,246,769

Table B - Changes in relevant interests

Date of

Transaction

Consideration (Cash

No. of Securities

Class

change

Type

AUD)

15/10/2019

Purchase

$303,670.00

50,000

Ordinary Fully Paid Shares

17/10/2019

Purchase

$15,521.60

2,444

Ordinary Fully Paid Shares

21/11/2019

Purchase

$2,886.99

462

Ordinary Fully Paid Shares

27/11/2019

Purchase

$21,504.25

3,496

Ordinary Fully Paid Shares

12/12/2019

Purchase

$17,986.10

2,647

Ordinary Fully Paid Shares

16/01/2020

Purchase

$29,868.12

4,205

Ordinary Fully Paid Shares

Total

$391,437.05

63,254

Date of change

Transaction

Consideration (Cash

No. of Securities

Class

Type

AUD)

25/09/2019

Sale

$73,109.80

9,905

Ordinary Fully Paid Shares

26/09/2019

Sale

$237,689.98

31,844

Ordinary Fully Paid Shares

27/09/2019

Sale

$261,766.17

35,402

Ordinary Fully Paid Shares

30/09/2019

Sale

$262,812.41

34,909

Ordinary Fully Paid Shares

2/10/2019

Sale

$109,270.50

15,000

Ordinary Fully Paid Shares

16/10/2019

Sale

$324,585.00

50,000

Ordinary Fully Paid Shares

21/10/2019

Sale

$130,570.00

20,000

Ordinary Fully Paid Shares

22/10/2019

Sale

$263,180.00

40,000

Ordinary Fully Paid Shares

23/10/2019

Sale

$123,655.00

18,985

Ordinary Fully Paid Shares

24/10/2019

Sale

$3,601.00

554

Ordinary Fully Paid Shares

11/11/2019

Sale

$50,029.20

8,082

Ordinary Fully Paid Shares

21/11/2019

Sale

$1,676,241.00

266,070

Ordinary Fully Paid Shares

27/11/2019

Sale

$184,605.00

30,000

Ordinary Fully Paid Shares

6/02/2020

Sale

$3,941,621.89

500,000

Ordinary Fully Paid Shares

Total

$7,642,736.94

1,060,751

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Magellan Financial Group Limited published this content on 10 February 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 February 2020 15:37:03 UTC