NINE ENTERTAINMENT CO. HOLDINGS LIMITED Singapore Branch One Raffles Quay
#50-01 North Tower
Singapore 048583
Tel.+65 6495 8000
Compliance Operations
Group Operations
25 November 201 5
to Nine Entertainment Co. Holdings Limited 24 Artarmon Road,
Willoughby, NSW, 2068, Australia
+61 2 9965 2215
cc Australia Stock Exchange Exchange Centre,
20 Bridge Street,
Sydney, NSW, 2000
subject Substantial holding disclosure - Nine Entertainment Co. Holdings Limited ('NEC')
Dear Sir I Madam
UBS AG. Australia Branch (' UBS ' ) is underwriting a secondary block ( ' Block Trade ' ) of ordinary securities in NEC.
UBS entered into a Block Trade Agreement with respect to the Block Trade on 20 November 2015 (' Block Trade Agreement'). Upon signing the Block Trade Agreement, through the operation of section 608(8) of the Corporations Act 2001 (Cth), UBS has obtained a relevant interest in approximately 9.99% of NEC's ordinary securities.
Attached to this letter is UBS's substantial holder notice that has been lodged with the ASX containing details of this relevant interest (including a copy of the Block Trade Agreement).
Upon settlement of the shares under the Block Trade, UBS in its capacity as underwriter of the Block Trade, will cease to have a relevant interest in the NEC ordinary securities the subject of the Block Trade.
Yours sincerely,
UBS Group AG /
Compliance Operations
Compliance Operations
The information contained in this facsimi le message is confidential information intended only for the individual or entity named herein. If the reader of this information is not the named recipient, you are hereby notified that any dissemination, distribution or copy of this facsimile is strictly prohibited. If you have received this facsimile in error, please immediately contact us by telephone and return the original message to us at the above address. Thank you.
Incorporated in Switzerland with Limited Liability
Corporations Law
Section 671B
To: Company Name/Scheme NINE ENTERTAINMENT CO. HOLDINGS LIMITED
ACN/ARSN 122 203 892
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: 20 November 2015
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)
Ordinary
87,964,764
87,964,764
9.99%
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 number of securities | |||
UBS AG | Fund Manager with power to exercise control over voting shares | 126,931 | Ordinary | ||
UBS Asset Management (Australia) Ltd | Fund Manager with power to exercise control over voting shares | 2,446,782 | Ordinary | ||
UBS Asset Management Trust Company | Fund Manager with power to exercise control over voting shares | 21,762 | Ordinary | ||
UBS Asset Management (UK) Limited | Fund Manager with power to exercise control over voting shares | 53,565 | Ordinary | ||
UBS Fund Management (Switzerland) AG | Fund Manager with power to exercise control over voting shares | 102,576 | Ordinary | ||
UBS AG London Branch | Power to control disposal over shares pursuant to stock borrowing and lending activities (see Appendix A) | 1,964,366 | Ordinary | ||
UBS Securities Australia Ltd | Power to control disposal over shares pursuant to stock borrowing and lending activities (see Appendix A) | 21,419,749 | Ordinary | ||
UBS Securities LLC | Power to control disposal over shares pursuant to stock borrowing and lending activities (see Appendix A) | 3,019,945 | Ordinary | ||
UBS Wealth Management Australia Ltd | Broker with power to exercise discretion over account | 192,063 | 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) | 396,190 Ordinary |
Relevant interest in Nine Entertainment Co. Holdings Limited shares to the extent arising under the terms of the Block Trade Agreement ('BTA') between UBS AG, Australia Branch and each vendor listed in Schedule 1 of the BTA to the extent arising under section 608(8) of the Corporations Act 2011 (Cth). (See Appendix C) | 58,220,835 Ordinary |
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
securities
of
UBS AG
Various Custodians
UBS AG
126,931
Ordinary
UBS Asset Management (Australia) Ltd
Various Custodians
UBS Asset Management (Australia) Ltd
2,446,782
Ordinary
UBS Asset Management Trust Company
Various Custodians
UBS Asset Management Trust Company
21,762
Ordinary
UBS Asset Management (UK) Limited
Various Custodians
UBS Asset Management (UK) Limited
53,565
Ordinary
UBS Fund Management (Switzerland) AG
Various Custodians
UBS Fund Management (Switzerland) AG
102,576
Ordinary
UBS AG London Branch
Various Custodians
UBS AG London Branch
1,964,366
Ordinary
UBS Securities Australia Ltd
Warbont Nominees Ply Ltd
UBS Securities Australia Ltd
21,419,749
Ordinary
UBS Securities LLC
Various Custodians
UBS Securities LLC
3,019,945
Ordinary
UBS Wealth Management Australia Ltd
UBS Wealth Management Australia Nominees Ply Ltd
UBS Wealth Management Australia Ltd
192,063
Ordinary
UBS AG Australia Branch
UBS Nominees Pty Ltd
UBS AG Australia Branch
396,190
Ordinary
Each vendor listed in Schedule 1 of the BTA
Each vendor listed in Schedule 1 of the BTA
58,220,835
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 I Non-cash
Please see Appendix B.
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 (Australia) Ltd Related body corporate
UBS Asset Management Trust Company Related body corporate
UBS Asset Management (UK) Limited Related body corporate
UBS Fund Management (Switzerland) AG Related bodycorporate
UBS AG London Branch Related body corporate
UBS Securities Australia Ltd Related body corporate
Warbont Nominees Ply Ltd Related bodycorporate
UBS Securities LLC Related body corporate
UBS Wealth Management Australia Ltd Related body corporate UBS Wealth Management Australia Nominees Pty Ltd Related body corporate UBS AG Australia Branch Related bodycorporate
UBS Nominees Pty LtdRelated body corporate
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://apps2.ubs.com/locationfinder/ | |
SIGNATURE
Print Name: Pepe Chan Capacity: Authorised signatory Sign Here: Date: 25 November 2015
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D_a_1e_:_2_5_N_ov_e_m_be_r_2_0_1_5_
Print Name: Weixiao Qin Capacity: Authorised signatory
Contact details for this notice:
Weixiao Qin Compliance Operations (T) +65 6495 8217
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