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 02 9994 7000

Facsimile 02 9994 7777

14 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 - Breville Group Ltd (BRG)

We attach a notice of change of interests of substantial holder in Breville Group Ltd. 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 02 9994 7000 Facsimile 02 9994 7777

Brisbane Level 6, 215 Adelaide Street, Brisbane QLD 4000 Telephone 07 3136 5400 Facsimile 07 3136 5407

Perth Level 26, 140 St Georges Terrace, Perth WA 6000 Telephone 08 6466 9613 Adelaide Level 7, Suite 714, 147 Pirie Street, Adelaide SA 5000 Telephone 08 8427 9511

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

Breville Group Ltd

ACN/ARSN

90086 933 431

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

10/03/2022

The previous notice was given to the company on

20/12/2021

The previous notice was dated

20/12/2021

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

8,825,071

6.33%

10,236,388

7.35%

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

National Nominees

National

Ordinary Fully Paid

905,557 (Ordinary

905,557

its entities listed in

Limited

Nominees

securities purchased

Fully Paid)

Annexure 2)

Limited

on market 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

HSBC Custody

HSBC Custody

As above

4,166,966

4,166,966

its entities listed in

Nominees

Nominees

(Ordinary Fully

Annexure 2)

(Australia) Limited

(Australia)

Paid)

Limited

Challenger Limited (and Citicorp Nominees

Citicorp

As above

3,553,940

3,553,940

its entities listed in

Pty Limited

Nominees Pty

(Ordinary Fully

Annexure 2)

Limited

Paid)

only

Challenger Limited (and its entities listed in Annexure 2)

5. Changes in association

J. P. Morgan

J. P. Morgan

As above

1,609,925

1,609,925

Nominees

Nominees

(Ordinary Fully

Australia Pty

Australia Pty

Paid)

Limited

Limited

For personal use

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

14/03/2022

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 2 pages and is referred to in Form 604 signed by me and dated 14/03/2022

Linda Matthews

Company Secretary of Challenger Limited

only

Transactions:

Company

Name/Scheme:

Breville Group Ltd (BRG)

As at:

10/03/2022

Class of security:

Ordinary Fully Paid

Date of Change

Holder of relevant interest

use

Challenger Limited (and its entities

20/12/2021 listed in Annexure 2)

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

personal

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

20/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

21/12/2021 As above

22/12/2021 As above

22/12/2021 As above

22/12/2021 As above

22/12/2021 As above

For

22/12/2021 As above

22/12/2021 As above

22/12/2021 As above 22/12/2021 As above 23/12/2021 As above 23/12/2021 As above 23/12/2021 As above 23/12/2021 As above 23/12/2021 As above 24/12/2021 As above 24/12/2021 As above 24/12/2021 As above 24/12/2021 As above 24/12/2021 As above 06/01/2022 As above 06/01/2022 As above 06/01/2022 As above 06/01/2022 As above 06/01/2022 As above 07/01/2022 As above 07/01/2022 As above 07/01/2022 As above 07/01/2022 As above

Number of

Person's Votes

Nature of Change

Consideration

Securities

Affected

Buy

321,600

11,125

11,125

Buy

2,163,170

74,902

74,902

Buy

230,078

7,959

7,959

Buy

1,548,459

53,617

53,617

Buy

29,688

1,027

1,027

Buy

191,936

6,646

6,646

Buy

116,268

4,022

4,022

Buy

772,915

26,763

26,763

Buy

645,658

22,335

22,335

Buy

4,326,282

149,802

149,802

Buy

141,013

4,878

4,878

Buy

944,116

32,691

32,691

Buy

571,451

19,768

19,768

Buy

3,828,333

132,560

132,560

Buy

185,531

6,418

6,418

Buy

1,242,389

43,019

43,019

Buy

526,680

18,037

18,037

Buy

225,764

7,585

7,585

Buy

376,184

12,883

12,883

Buy

161,264

5,418

5,418

Buy

46,808

1,603

1,603

Buy

20,061

674

674

Buy

187,260

6,413

6,413

Buy

80,275

2,697

2,697

Buy

1,051,755

36,019

36,019

Buy

450,754

15,144

15,144

Buy

229,045

7,844

7,844

Buy

98,193

3,299

3,299

Buy

929,640

31,837

31,837

Buy

398,457

13,387

13,387

Buy

302,629

10,364

10,364

Buy

129,714

4,358

4,358

Buy

140,025

4,586

4,586

Buy

100,027

3,276

3,276

Buy

12,458

408

408

Buy

49,769

1,630

1,630

Buy

279,562

9,156

9,156

Buy

60,914

1,995

1,995

Buy

247,166

8,095

8,095

Buy

80,455

2,635

2,635

Buy

84,394

2,764

2,764

Buy

69,524

2,277

2,277

Buy

110,317

3,613

3,613

Buy

155,476

5,092

5,092

Buy

55,632

1,822

1,822

Buy

49,781

1,612

1,612

Buy

41,011

1,328

1,328

Buy

65,068

2,107

2,107

Buy

91,719

2,970

2,970

Buy

32,796

1,062

1,062

Buy

174,116

5,670

5,670

Buy

159,130

5,182

5,182

Buy

149,611

4,872

4,872

Buy

340,064

11,074

11,074

Buy

126,487

4,119

4,119

Buy

13,133

426

426

Buy

11,992

389

389

Buy

11,283

366

366

Buy

25,618

831

831

Page 1 of 2

For personal use only

Number of

Person's Votes

Date of Change

Holder of relevant interest

Nature of Change

Consideration

Securities

Affected

07/01/2022 As above

Buy

9,526

309

309

10/01/2022 As above

Buy

508,266

16,610

16,610

10/01/2022 As above

Buy

406,093

13,271

13,271

10/01/2022 As above

Buy

799,058

26,113

26,113

10/01/2022 As above

Buy

75,980

2,483

2,483

10/01/2022 As above

Buy

945,754

30,907

30,907

10/01/2022 As above

Buy

324,850

10,616

10,616

15/02/2022 As above

Buy

68,014

2,400

2,400

15/02/2022 As above

Buy

274,890

9,700

9,700

16/02/2022 As above

Buy

842,258

29,177

29,177

16/02/2022 As above

Buy

381,798

13,226

13,226

16/02/2022 As above

Buy

272,304

9,433

9,433

16/02/2022 As above

Buy

131,952

4,571

4,571

16/02/2022 As above

Buy

137,552

4,765

4,765

16/02/2022 As above

Buy

758,024

26,259

26,259

16/02/2022 As above

Buy

165,640

5,738

5,738

16/02/2022 As above

Buy

586,755

20,326

20,326

16/02/2022 As above

Buy

670,960

23,243

23,243

16/02/2022 As above

Buy

280,734

9,725

9,725

16/02/2022 As above

Buy

701,848

24,313

24,313

16/02/2022 As above

Buy

92,635

3,209

3,209

16/02/2022 As above

Buy

249,846

8,655

8,655

16/02/2022 As above

Buy

218,987

7,586

7,586

18/02/2022 As above

Buy

35,382

1,229

1,229

18/02/2022 As above

Buy

24,960

867

867

18/02/2022 As above

Buy

3,455

120

120

18/02/2022 As above

Buy

12,495

434

434

18/02/2022 As above

Buy

70,073

2,434

2,434

18/02/2022 As above

Buy

15,258

530

530

18/02/2022 As above

Buy

62,415

2,168

2,168

18/02/2022 As above

Buy

20,124

699

699

22/02/2022 As above

Buy

46,727

1,625

1,625

22/02/2022 As above

Buy

32,982

1,147

1,147

22/02/2022 As above

Buy

4,601

160

160

22/02/2022 As above

Buy

16,477

573

573

22/02/2022 As above

Buy

92,535

3,218

3,218

22/02/2022 As above

Buy

20,157

701

701

22/02/2022 As above

Buy

82,470

2,868

2,868

22/02/2022 As above

Buy

26,570

924

924

23/02/2022 As above

Buy

24,627

856

856

23/02/2022 As above

Buy

17,406

605

605

23/02/2022 As above

Buy

2,417

84

84

23/02/2022 As above

Buy

8,688

302

302

23/02/2022 As above

Buy

48,822

1,697

1,697

23/02/2022 As above

Buy

10,616

369

369

23/02/2022 As above

Buy

43,471

1,511

1,511

23/02/2022 As above

Buy

14,011

487

487

01/03/2022 As above

Buy

86,850

3,200

3,200

01/03/2022 As above

Buy

716,509

26,400

26,400

07/03/2022 As above

Buy

169,184

6,738

6,738

07/03/2022 As above

Buy

153,415

6,110

6,110

07/03/2022 As above

Buy

108,797

4,333

4,333

07/03/2022 As above

Buy

13,609

542

542

07/03/2022 As above

Buy

54,938

2,188

2,188

07/03/2022 As above

Buy

304,069

12,110

12,110

07/03/2022 As above

Buy

66,363

2,643

2,643

07/03/2022 As above

Buy

106,085

4,225

4,225

07/03/2022 As above

Buy

269,268

10,724

10,724

07/03/2022 As above

Buy

56,043

2,232

2,232

07/03/2022 As above

Buy

140,886

5,611

5,611

07/03/2022 As above

Buy

18,505

737

737

07/03/2022 As above

Buy

50,042

1,993

1,993

07/03/2022 As above

Buy

87,580

3,488

3,488

10/03/2022 As above

Buy

613,563

22,797

22,797

10/03/2022 As above

Buy

278,374

10,343

10,343

10/03/2022 As above

Buy

197,981

7,356

7,356

10/03/2022 As above

Buy

552,791

20,539

20,539

10/03/2022 As above

Buy

121,545

4,516

4,516

10/03/2022 As above

Buy

488,116

18,136

18,136

10/03/2022 As above

Buy

201,910

7,502

7,502

10/03/2022 As above

Buy

511,639

19,010

19,010

10/03/2022 As above

Buy

66,640

2,476

2,476

10/03/2022 As above

Buy

182,317

6,774

6,774

10/03/2022 As above

Buy

158,794

5,900

5,900

Total Number of Securities

1,411,317

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Breville Group Limited published this content on 14 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 March 2022 05:43:04 UTC.