Form 603

Notice of initial substantial holder

Corporations Act 2001

Section 671B

VOC

To:Company Name/Scheme The Secretary

Vocus Group Limited

Level 10

452 Flinders Lane

Melbourne VIC 3000

PH: (02) 8999 8999

Fax: (02) 9959 4348

ACN

1. Details of substantial shareholder

Name

ACN (if applicable)

084 115 499

National Australia Bank Limited and its associated entities listed in Annexure A (ACN 004 044 937)

The holder became a substantial holder on 16/03/2021

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 had a relevant interest in on the date the substantial holder became a substantial holder are as follows:

Class of securities

Number of

Persons' votes

Voting power

securities

Fully paid ordinary

32,587,897

32,587,897

5.246%

shares

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

Class and number

of securities

MLC Investments Limited

Power to control the voting and /or disposal of

Fully paid ordinary

securities pursuant to its position as the

shares

responsible entity or trustee of various

5,330,398

managed investment schemes and trusts

Antares Capital Partners Limited

Power to control the voting and /or disposal of

Fully paid ordinary

securities pursuant to its position as the

shares

responsible entity, investment manager or

4,537,944

trustee of various managed investment

schemes or trusts.

NULIS Nominees (Australia) Limited

Power to exercise voting rights pursuant to

Fully paid ordinary

position held as the Registrable

shares

Superannuation Entity licensee for the

243,555

superannuation products it issues.

National Australia Bank Limited

Power to control the voting and /or disposal of

Fully paid ordinary

securities pursuant to securities lending

shares

agreements.

6,599,000

National Australia Bank Limited

Power to control the voting and /or disposal of

Fully paid ordinary

securities pursuant to securities lending

shares

agreements.

15,877,000

TOTAL

32,587,897

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

Class and number of

be registered as

securities

holder

MLC Investments Limited

National Nominees Limited

Fully paid ordinary shares

(ACN 004 278 899)

5,330,398

Antares Capital Partners

National Nominees Limited

Fully paid ordinary shares

Limited

(ACN 004 278 899)

4,537,944

NULIS Nominees (Australia)

NULIS Nominees (Australia) Limited

Fully paid ordinary shares

Limited

(ACN 008 515 633)

243,555

National Australia Bank

National Nominees Limited

Fully paid ordinary shares

Limited

(ACN 004 278 899)

6,599,000

National Australia Bank

National Nominees Limited

Fully paid ordinary shares

Limited

(ACN 004 278 899)

15,877,000

TOTAL

32,587,897

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

Date of acquisition

Consideration

Class and number of

interest

securities

Cash

Non-cash

Fully paid ordinary

shares

MLC Investments Limited

16/03/2021

$89,070.83

16,363

Antares Capital Partners

16/03/2021

$680,270.68

124,971

Limited

National Australia Bank

15/03/2021 to 16/03/2021

No consideration directly

referable to the securities

Refer to Appendix 1 Table

Limited

- Securities Lending

provided by NAB.

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

Nature of association

applicable

MLC Investments Limited

MLC Investments Limited is a wholly owned subsidiary of MLC

Holdings Limited whose ultimate parent is National Australia

Bank Limited.

Antares Capital Partners Limited

Antares Capital Partners Limited is a wholly owned subsidiary

of National Wealth Management Holdings Limited whose

ultimate parent is National Australia Bank Limited.

NULIS Nominees (Australia)

NULIS Nominees (Australia) Limited is a wholly owned

Limited

subsidiary of National Wealth Management Holdings Limited

whose ultimate parent is National Australia Bank Limited.

7. Addresses

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

Name

Address

National Australia Bank Limited

Level 1

800 Bourke Street

DOCKLANDS VIC 3008

MLC Investments Limited

Ground Floor

105-153 Miller Street

NORTH SYDNEY NSW 2060

Antares Capital Partners Limited

Ground Floor

105-153 Miller Street

NORTH SYDNEY NSW 2060

NULIS Nominees (Australia)

Ground Floor

Limited

105-153 Miller Street

NORTH SYDNEY NSW 2060

National Nominees Limited

Level 1

800 Bourke Street

DOCKLANDS VIC 3008

Signature

Name

Louise Thomson

Capacity

Group Company Secretary

for and on behalf of National Australia Bank Limited

Signature

Date 19/03/2021

Appendix 1 -

VOC

Type of agreement and

National Australia Bank Limited and

National Australia Bank Limited and

parties to agreement

Securities Borrowing Agreement (SBA) clients

AMSLA Counterparties

MOTOR TRADES ASSOCIATION OF AUSTRALIA

(iv)

SUPERANNUATION FUND PTY LIMITED

( b )

UBS SECURITIES AUSTRALIA LTD

ELECTRICITY SUPPLY INDUSTRY SUPERANNUATION

(xi)

(QLD) LTD

( c )

MACQUARIE BANK LTD

(xv)

TASPLAN PTY LTD

( f )

CREDIT SUISSE

15/3/2021 to 16/3/2021

15/3/2021 to 16/3/2021

Transfer dates

Specific dates for each transfer can be found by matching the number

Specific dates for each transfer can be found by matching the

reference in the 'Type of agreement and parties to agreement' field to

number reference in the 'Type of agreement and parties to

the accompanying list of transactions.

agreement' field to the accompanying list of transactions.

Holder of voting rights

Registered owner

Registered owner

The registered owner holds voting rights. However, in certain

The registered owner holds voting rights. However, in certain

Are there any restrictions

circumstances the lender may request for the borrower to use best

circumstances the lender may request for the borrower to use best

on voting

endeavours to arrange for voting instructions to be exercised in

endeavours to arrange for voting instructions to be exercised in

accordance with the instructions from the lender.

accordance with the instructions from the lender.

Scheduled date of return

On demand

On demand

(if any)

Does the borrower have

Yes - at notice

Yes - at notice

the right to return early?

Does the lender have the

Yes - at notice

Yes - at notice

right to recall early?

Will the securities be

Yes, or equivalent protection under Securities Borrowing Agreement.

Yes, or equivalent protection under AMSLA.

returned on settlement?

National Australia Bank Limited will, if required by the company or responsible entity to whom the prescribed form must be given or ASIC give a copy of the

agreements to the company, responsible entity or ASIC.

Appendix 1-

VOC

No. of

AMSLA

Date

Nature of Change Consideration

Securities

Class

Counterparty

15/03/2021

Settle Sec Loan

429000

ORD

( f )

15/03/2021

Collateral Return Security

-312000

ORD

( c )

16/03/2021

Collateral Settle Sec Loan

2000000

ORD

( b )

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Vocus Group Limited published this content on 19 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 April 2021 17:15:06 UTC.