Aristocrat Leisure : Becoming a substantial holder

Form 603

Corporations Law

Section 671B

Notice of initial substantial holder

To: Company Name/Scheme ARISTOCRAT LEISURE LIMITED ACNIARSN 002 818 368

1. Details of substantial holder (1)

   Name: UBS Group AG and its related bodies corporate

   ACN/ARSN (if applicable)

   The holder became a substantial holder on: 7 August 2017

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	Persons' votes (5)	Voting power (6)
   Ordi nary	32,338,162	32,338, 162	5.06%

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:

   Holder of relevant interest	Nature of relevant interest (7)	Class and securities	number	of
   UBS AG	Fund Manager with power to exercise control over voting shares	38,438	Ordinary
   UBS Asset Management (Americas) Inc	Fund Manager with power to exercise control over voting shares	79,861	Ordinary
   UBS Asset Management (Australia) Ltd	Fund Manager with power to exercise control over voting shares	2,406,445	Ordinary
   UBS Asset Management (Deutschland) GmbH	Fund Manager with power to exercise control over voting shares	37,627	Ordinary
   UBS Asset Management (Hong Kong) Ltd	Fund Manager with power to exercise control over voting shares	320,076	Ordinary
   UBS Asset Management Life Limited	Fund Manager with power to exercise control over voting shares	85,689	Ordinary
   UBS Asset Management Trust Company	Fund Manager with power to exercise control over voting shares	25,874	Ordinary
   UBS Asset Management (UK) Limited	Fund Manager with power to exercise control over voting shares	294,272	Ordinary
   UBS Fund Management (Luxembourg) S.A.	Fund Manager with power to exercise control over voting shares	99,413	Ordinary
   UBS Fund Management (Switzerland) AG	Fund Manager with power to exercise control over voting shares	1,121,053	Ordinary

   UBS AG London Branch	Beneficial Owner	17,551	Ordinary
   	Prime Broker that has exercised its borrowing right in respect of shares pursuant to a Prime Broking Agreement {see Appendix A)	126,163	Ordinary
   UBS Securities Australia Ltd	Beneficial Owner	3,322,350	Ordinary
   UBS AG Australia Branch	Prime Broker that has exercised its borrowing right in respect of shares pursuant to a Prime Broking Agreement {see Appendix A)	23,381,406	Ordinary
   UBS Switzerland AG	Broker with power to exercise discretion over account	4,068	Ordinary
   	Power to control disposal over shares pursuant to stock borrowing and lending activities (see Appendix B)	977,876	Ordinary

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
   UBS AG	Various Custodians	UBS AG	38,438 Ordinary
   UBS Asset Management {Americas) Inc	Various Custodians	UBS Asset Management (Americas) Inc	79,861 Ordinary
   UBS Asset Management (Australia) ltd	Various Custodians	UBS Asset Management {Australia) ltd	2,406,445 Ordinary
   UBS Asset Management (Deutschland) GmbH	Various Custodians	UBS Asset Management (Deutschland) GmbH	37,627 Ordinary
   UBS Asset Management (Hong Kong) td	Various Custodians	UBS Asset Management (Hong Kong) ltd	320,076 Ordinary
   UBS Asset Management life limited	Various Custodians	UBS Asset Management life limited	85,689 Ordinary
   UBS Asset Management Trust Company	Various Custodians	UBS Asset Management Trust Company	25,874 Ordinary
   UBS Asset Management {UK) limited	Various Custodians	UBS Asset Management (UK) limited	294,272 Ordinary
   UBS Fund Management (Luxembourg) SA	Various Custodians	UBS Fund Management {Luxembourg) SA	99,413 Ordinary
   UBS Fund M	Various Custodians	UBS Fund Management (SwitzerlElnd) AG	1,121,053 Ordinary
   UBS AG London Branch	Various Custodians	UBS AG London Branch	17,551 Ordinary
   	Citicorp Nominees Pty ltd	UBS AG London Branch	126,163 Ordinary
   UBS Securities Australia ltd	Brispot Nominees Pty Ltd	UBS Securities Australia ltd	3,322,350 Ordinary
   UBS AG Australia Branch	UBS Nominees Pty ltd	UBS AG Australia Branch	23,381,406 Ordinary
   UBS Switzerland AG	Various Custodians	UBS Switzerland AG	981,944 Ordinary

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 (9)	Class and number of securities
   Cash I Non-cash
   Please see Appendix C.

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
   UBS AG	Related body corporate
   UBS Asset Management (Americas) Inc UBS Asset Management (Australia) Ltd	Related body corporate
   	Related body corporate
   UBS Asset Management (Deutschland) GmbH	Related body corporate Related body corporate
   UBS Asset Management (Hong Kong) Ltd
   UBS Asset Management Life Limited	Related body corporate
   UBS Asset Management Trust Company	Related body corporate
   UBS Asset Management (UK) Limited	Related body corporate
   UBS Fund Management (Luxembourg) S.A.	Related body corporate
   UBS Fund Management (Switzerland) AG	Related body corporate
   UBS AG London Branch	Related body corporate
   UBS Securities Australia Ltd	Related body corporate
   Brispot Nominees Pty Ltd	Related body corporate
   UBS AG Australia Branch	Related body corporate
   UBS Nominees Pty Ltd	Related body corporate
   UBS Switzerland AG	Related body corporate

7. Addresses

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

Name	Addresses
Details of all UBS offices can be found through the following link: http:llapps2.ubs.com/locationfinder/

SIGNATURE

Print Name: Kyu-Ri Kim Capacity: Authorised signatory Sign Here: Date: 9 August 2017

Print Name: Sere e Peh Capacity: Authorised signatory Date: 9 August 2017

Contact details for this notice: Serene Peh

Group Risk Control

(T) [phone]