Qube : Change in substantial holding from CGF

For personal use only

Sydney

Level 2, 5 Martin Place

Sydney NSW 2000 Australia

GPO Box 3698

Sydney NSW 2001

www.challenger.com.au

Telephone [phone]

Facsimile 02 9994 7777

22 March 2022

The Manager

Company Announcements Office

ASX Limited

20 Bridge Street

SYDNEY NSW 2000

By electronic lodgement

Dear Sir/Madam

Re: Notice of change of interests of substantial holder - Qube Holdings Limited (QUB)

We attach a notice of change of interests of substantial holder in Qube Holdings Limited. This notice is given by Challenger Limited and each of its associated entities named in Annexure 2 to this notice.

Yours faithfully

Linda Matthews

Company Secretary

Melbourne Level 19, 31 Queen Street PO Box 297, Flinders Lane, Melbourne VIC 3000 Telephone [phone] Facsimile 02 9994 7777 Brisbane Level 6, 215 Adelaide Street, Brisbane QLD 4000 Telephone [phone] Facsimile 07 3136 5407

Perth Level 26, 140 St Georges Terrace, Perth WA 6000 Telephone [phone]

Adelaide Level 7, Suite 714, 147 Pirie Street, Adelaide SA 5000 Telephone [phone]

Challenger Limited ABN 85 106 842 371 Challenger Group Services Pty Limited ABN 91 085 657 307

Challenger Life Company Limited ABN 44 072 486 938 AFSL 234670

Challenger Investment Partners Limited ABN 29 092 382 842 AFSL 234 678

Challenger Retirement and Investment Services Limited ABN 80 115 534 453 AFSL295642 RSE Licence No. L0001304

Challenger Mortgage Management Pty Ltd ABN 72 087 271 109 Challenger Securitisation Management Pty Ltd ABN 56 100 346 898 AFSL 244593 Challenger Investment Solutions Management Pty Ltd ABN 63 130 035 353 AFSL 487354

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

For personal use only

ToCompany Name/Scheme	Qube Holdings Limited
ACN/ARSN	149 723 053
1. Details of substantial holder(1)
Name	Challenger Limited (and its entities listed in Annexure 2)
ACN/ARSN (if applicable)	106 842 371

There was a change in the interests of the substantial holder on	18/03/2022
The previous notice was given to the company on	10/09/2021
The previous notice was dated	10/09/2021
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:

Classof securities (4)		Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary Fully Paid	116,755,115	6.12%	147,190,233	7.67%

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 Nature of change (6)	Consideration given in	Class and number of	Person's votes
	interest changed	relation to change (7)	securities affected	affected

Refer	Challenger Limited	Refer	Refer	Refer	Refer
Annexure 1	(and its entities	Annexure 1	Annexure 1	Annexure 1	Annexure 1
	listed in Annexure
	2)

4. Present relevant interests

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

Holder of relevant	Registered holder of	Person entitled to be	Nature of relevant interest (6) Class and number of Person's votes
interest	securities	registered as holder	securities
		(8)

Challenger Limited (and	Citicorp Nominees	Citicorp	Ordinary Fully Paid	39,364,477	39,364,477
its entities listed in	Pty Limited	Nominees Pty	securities purchased	(Ordinary Fully
Annexure 2)
	Limited	and sold on market and	Paid)
			acquired and sold (via
			off market transfer) by
			Challenger Limited
			(and its entities listed
			in Annexure 2) and
			obtains a relevant
			interest by virtue of
			section 608(3) of the
			Corporations Act 2001
			(Cth).
Challenger Limited (and	BNP Paribas	BNP Paribas	As above	4,579,454	4,579,454
its entities listed in	Nominees Pty	Nominees Pty		(Ordinary Fully
Annexure 2)
Limited	Limited		Paid)

For personal use only

Challenger Limited (and	J. P. Morgan	J. P. Morgan	As above	36,963,803	36,963,803
its entities listed in	Nominees	Nominees		(Ordinary Fully
Annexure 2)
Australia Pty	Australia Pty		Paid)
	Limited	Limited
Challenger Limited (and	HSBC Custody	HSBC Custody	As above	50,968,987	50,968,987
its entities listed in	Nominees	Nominees		(Ordinary Fully
Annexure 2)
(Australia) Limited	(Australia)		Paid)
		Limited
Challenger Limited (and	National Nominees	National	As above	15,313,512	15,313,512
its entities listed in	Limited	Nominees		(Ordinary Fully
Annexure 2)
	Limited		Paid)

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
N/A	N/A

6. Addresses

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

Name	Address
Challenger Limited (and its entities	Level 2, 5 Martin Place, Sydney NSW 2000
listed in Annexure 2)

Signature

print name

Linda Matthews

Capacity

Company Secretary

sign here

date

22/03/2022

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".

(9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Annexure 1 consists of 8 pages and is referred to in Form 604 signed by me and dated 22/03/2022

only				Linda Matthews
		Company Secretary of Challenger Limited
	Transactions:
	Company
	Name/Scheme:	Qube Holdings Limited (QUB)
	As at:		18/03/2022
	Class of security:	Ordinary Fully Paid
							Number of	Person's Votes
		Date of Change	Holder of relevant interest	Nature of Change	Consideration	Securities	Affected
use			Challenger Limited (and its
	09/09/2021 entities listed in Annexure 2)	Buy	294,982	88,850	88,850
	09/09/2021 as above	Buy	109,532	33,404	33,404
	09/09/2021 as above	Buy	76,988	23,295	23,295
	09/09/2021 as above	Buy	117,425	35,369	35,369
	09/09/2021 as above	Buy	43,601	13,297	13,297
	09/09/2021 as above	Buy	30,646	9,273	9,273
	09/09/2021 as above	Buy	182,637	55,011	55,011
	09/09/2021 as above	Buy	67,816	20,682	20,682
	09/09/2021 as above	Buy	47,667	14,423	14,423
personal		09/09/2021 as above	Buy	239,412	72,112	72,112
	09/09/2021 as above	Buy	88,897	27,111	27,111
	10/09/2021	as above	Buy	44,014	13,403	13,403
			09/09/2021	as above	Buy	62,486	18,907	18,907
			09/09/2021 as above	Buy	279,428	84,165	84,165
			09/09/2021 as above	Buy	103,757	31,643	31,643
			09/09/2021 as above	Buy	72,929	22,067	22,067
			09/09/2021 as above	Buy	306,217	92,234	92,234
			09/09/2021 as above	Buy	113,703	34,676	34,676
			09/09/2021 as above	Buy	79,919	24,182	24,182
			09/09/2021 as above	Buy	94,527	28,472	28,472
			09/09/2021 as above	Buy	35,098	10,704	10,704
			09/09/2021 as above	Buy	24,671	7,465	7,465
			09/09/2021 as above	Buy	992,474	298,938	298,938
				as above
			09/09/2021 as above	Buy	259,022	78,375	78,375
			09/09/2021 as above	Buy	162,424	48,923	48,923
			09/09/2021 as above	Buy	60,311	18,393	18,393
			09/09/2021 as above	Buy	42,392	12,827	12,827
			09/09/2021 as above	Buy	26,421	7,958	7,958
			09/09/2021 as above	Buy	9,811	2,992	2,992
			09/09/2021 as above	Buy	6,894	2,086	2,086
			10/09/2021 as above	Buy	116,462	35,221	35,221
For		10/09/2021 as above	Buy	46,362	14,021	14,021
	10/09/2021 as above	Buy	17,520	5,335	5,335
	10/09/2021 as above	Buy	72,107	21,807	21,807
			10/09/2021 as above	Buy	27,250	8,298	8,298
			10/09/2021 as above	Buy	94,522	28,586	28,586
			10/09/2021 as above	Buy	35,722	10,878	10,878
			10/09/2021 as above	Buy	110,321	33,364	33,364
			10/09/2021 as above	Buy	41,692	12,696	12,696
			10/09/2021 as above	Buy	120,899	36,563	36,563
			10/09/2021 as above	Buy	45,689	13,913	13,913
			10/09/2021 as above	Buy	37,322	11,287	11,287
			10/09/2021 as above	Buy	14,104	4,295	4,295
			10/09/2021 as above	Buy	391,845	118,504	118,504
			10/09/2021 as above	Buy	148,081	45,093	45,093
			10/09/2021 as above	Buy	64,125	19,393	19,393
				as above
			10/09/2021 as above	Buy	10,429	3,154	3,154
			10/09/2021 as above	Buy	3,941	1,200	1,200
			13/09/2021 as above	Buy	217,958	65,650	65,650
			13/09/2021 as above	Buy	86,765	26,134	26,134
			13/09/2021 as above	Buy	134,948	40,647	40,647

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For personal use only

Date of Change Holder of relevant interest

13/09/2021 as above 13/09/2021 as above 13/09/2021 as above 13/09/2021 as above 13/09/2021 as above 13/09/2021 as above 13/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above 15/09/2021 as above

as above 15/09/2021 as above 15/09/2021 as above 17/09/2021 as above 17/09/2021 as above 17/09/2021 as above 17/09/2021 as above 17/09/2021 as above 17/09/2021 as above 17/09/2021 as above 17/09/2021 as above 17/09/2021 as above 17/09/2021 as above 20/09/2021 as above 20/09/2021 as above 20/09/2021 as above 20/09/2021 as above 20/09/2021 as above 20/09/2021 as above 20/09/2021 as above 20/09/2021 as above 20/09/2021 as above 20/09/2021 as above 22/09/2021 as above 23/09/2021 as above

as above 23/09/2021 as above 23/09/2021 as above 23/09/2021 as above 23/09/2021 as above 23/09/2021 as above 28/09/2021 as above 28/09/2021 as above 28/09/2021 as above 28/09/2021 as above 28/09/2021 as above 28/09/2021 as above 28/09/2021 as above 28/09/2021 as above 28/09/2021 as above 28/09/2021 as above 29/09/2021 as above 29/09/2021 as above 29/09/2021 as above 29/09/2021 as above 29/09/2021 as above 29/09/2021 as above

		Number of	Person's Votes
Nature of Change	Consideration	Securities	Affected
Buy	176,900	53,283	53,283
Buy	206,467	62,189	62,189
Buy	226,258	68,150	68,150
Buy	69,846	21,038	21,038
Buy	733,325	220,881	220,881
Buy	120,011	36,148	36,148
Buy	19,522	5,880	5,880
Sell	1,161,723	-345,751	345,751
Sell	512,168	-152,431	152,431
Sell	780,313	-232,236	232,236
Sell	424,680	-126,393	126,393
Sell	47,766	-14,216	14,216
Sell	243,079	-72,345	72,345
Sell	1,068,557	-318,023	318,023
Sell	223,689	-66,574	66,574
Sell	826,896	-246,100	246,100
Sell	943,471	-280,795	280,795
Sell	192,713	-57,355	57,355
Sell	395,596	-117,737	117,737
Sell	517,134	-153,909	153,909
Sell	484,505	-144,198	144,198
Sell	1,350,418	-401,910	401,910
Sell	452,108	-134,556	134,556
Sell	324,895	-96,695	96,695
Buy	360,369	107,737	107,737
Buy	143,456	42,888	42,888
Buy	223,128	66,707	66,707
Buy	292,488	87,443	87,443
Buy	341,370	102,057	102,057
Buy	374,100	111,842	111,842
Buy	115,483	34,525	34,525
Buy	1,212,486	362,488	362,488
Buy	198,430	59,323	59,323
Buy	32,275	9,649	9,649
Buy	398,706	120,306	120,306
Buy	158,716	47,891	47,891
Buy	246,861	74,488	74,488
Buy	323,599	97,643	97,643
Buy	377,685	113,963	113,963
Buy	413,891	124,888	124,888
Buy	127,769	38,553	38,553
Buy	1,341,465	404,775	404,775
Buy	219,536	66,243	66,243
Buy	35,709	10,775	10,775
Sell - Transfer	1,608,420	-490,372	490,372
Sell	468,639	-143,600	143,600
Sell	170,963	-52,300	52,300
Sell	1,115,022	-341,100	341,100
Sell	344,215	-105,300	105,300
Sell	360,887	-110,400	110,400
Sell	371,020	-113,500	113,500
Buy	81,201	24,851	24,851
Buy	37,746	11,552	11,552
Buy	56,387	17,257	17,257
Buy	76,750	23,489	23,489
Buy	53,433	16,353	16,353
Buy	96,048	29,395	29,395
Buy	21,948	6,717	6,717
Buy	316,915	96,990	96,990
Buy	52,228	15,984	15,984
Buy	7,881	2,412	2,412
Buy	256,701	78,586	78,586
Buy	119,325	36,530	36,530
Buy	178,253	54,570	54,570
Buy	242,629	74,278	74,278
Buy	168,914	51,711	51,711
Buy	303,631	92,953	92,953

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