SPH Notice – Mitsubishi UFJ Financial Group, Inc.
1
Disclosure of movement of 1% or more in substantial holding
or change in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To CHORUS LIMITED (CNU)
Relevant event being disclosed: Movement of 1% or more in substantial holding and
change in the nature of relevant interest in the substantial holding
Date of relevant event: 24 March, 2020
Date this disclosure made: 27 March, 2020
Date last disclosure made: 27 March, 2020
Substantial product holder(s) giving disclosure
Full name(s): Mitsubishi UFJ Financial Group, Inc., First Sentier Investors (Australia) IM
Ltd, First Sentier Investors Realindex Pty Ltd.
Summary of substantial holding
Class of quoted voting products: Ordinary Shares (security code: NZCNUE0001S2)
Summary for Mitsubishi UFJ Financial Group, Inc., First Sentier Investors (Australia) IM
Ltd, First Sentier Investors Realindex Pty Ltd.
For this disclosure,—
(a) total number held in class: 26,491,739
(b) total in class: 443,709,223
(c) total percentage held in class: 5.971%
For last disclosure,—
(a) total number held in class: 32,882,240
(b) total in class: 443,709,223
(c) total percentage held in class: 7.411%
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure:
For transaction details relating to subsidiaries of Mitsubishi UFJ Financial Group, Inc. see
Annexure A.
For transaction details relating to the Morgan Stanley group see Annexure C.
2
Details after relevant event
Details for Mitsubishi UFJ Financial Group, Inc.
Nature of relevant interest(s): Deemed relevant interest by reason of being a holding
company and a related company of First Sentier Investors (Australia) IM Ltd and First
Sentier Investors Realindex Pty Ltd. and being deemed to have the same relevant
interests as are disclosed by First Sentier Investors (Australia) IM Ltd and First Sentier
Investors Realindex Pty Ltd. in this notice.
For that relevant interest,—
(a) number held in class: 13,778,804
(b) percentage held in class: 3.105%
(c) current registered holder(s): unknown
(d) registered holder(s) once transfers are registered: N/A
Nature of relevant interest(s): Deemed relevant interest arising from being a greater
than 20% shareholder in Morgan Stanley and being deemed to have the same relevant
interests as are held in the Morgan Stanley group. The relevant interests held in the
Morgan Stanley group which are included in this disclosure are set out in Annexure B to
this notice.
For that relevant interest,—
(a) number held in class: 12,712,935
(b) percentage held in class: 2.865%
(c) current registered holder(s): As listed in Annexure B
(d) registered holder(s) once transfers are registered: N/A
Details for First Sentier Investors (Australia) IM Ltd
Nature of relevant interest(s): Relevant interest arising from having the power to
control the exercise of the right to vote attached to securities and/or to control the
exercise of the power to dispose of securities in its capacity as a responsible entity of a
managed investment scheme. The relevant agreement need not be attached under
regulation 139.
For that relevant interest,—
(a) number held in class: 5,587,078
(b) percentage held in class : 1.259%
3
(c) current registered holder(s) : Unknown
(d) registered holder(s) once transfers are registered : N/A
Nature of relevant interest(s): Deemed relevant interest by reason of being a related
company of other Mitsubishi UFJ Financial Group, Inc. subsidiaries disclosing in this notice.
For that relevant interest,—
(a) number held in class: 8,191,726
(b) percentage held in class:1.846%
(c) current registered holder(s): Unknown
(d) registered holder(s) once transfers are registered: N/A
Nature of relevant interest(s): Deemed relevant interest arising from being a wholly-
owned subsidiary and a related company of Mitsubishi UFJ Financial Group, Inc., which is
deemed to have the same relevant interests as are held in the Morgan Stanley group by
reason of being a greater than 20% shareholder in the Morgan Stanley group. The
relevant interests held in the Morgan Stanley group which are included in this disclosure
are set out in Annexure B to this notice.
For that relevant interest,—
(a) number held in class: 12,712,935
(b) percentage held in class: 2.865%
(c) current registered holder(s): As listed in Annexure B
(d) registered holder(s) once transfers are registered: N/A
Details for First Sentier Investors Realindex Pty Ltd.
Nature of relevant interest(s): Relevant interest arising from having the power to
control the exercise of the right to vote attached to securities and/or to control the exercise
of the power to dispose of securities in its capacity as a responsible entity of a managed
investment scheme. The relevant agreement need not be attached under regulation 139.
For that relevant interest,—
(a) number held in class: 8,191,726
(b) percentage held in class: 1.846%
(c) current registered holder(s) : Unknown
(d) registered holder(s) once transfers are registered : Unknown
4
Nature of relevant interest(s): Deemed relevant interest by reason of being a related
company of other Mitsubishi UFJ Financial Group, Inc. subsidiaries disclosing in this notice.
For that relevant interest,—
(a) number held in class: 5,587,078
(b) percentage held in class:1.259%
(c) current registered holder(s): Unknown
(d) registered holder(s) once transfers are registered: N/A
Nature of relevant interest(s): Deemed relevant interest arising from being a wholly-
owned subsidiary and a related company of Mitsubishi UFJ Financial Group, Inc., which is
deemed to have the same relevant interests as are held in the Morgan Stanley group by
reason of being a greater than 20% shareholder in the Morgan Stanley group. The
relevant interests held in the Morgan Stanley group which are included in this disclosure
are set out in Annexure B to this notice.
For that relevant interest,—
(a) number held in class: 12,712,935
(b) percentage held in class: 2.865%
(c) current registered holder(s): As listed in Annexure B
(d) registered holder(s) once transfers are registered: N/A
Additional Information
Address(es) of substantial product holder(s):
Mitsubishi UFJ Financial Group, Inc. – 2-7-1, Marunouchi, Chiyoda-ku, Tokyo 100-8330,
Japan
First Sentier Investors (Australia) IM Ltd - Level 5, Tower Three International Towers
Sydney, 300 Barangaroo Avenue, Barangaroo NSW 2000, Australia
First Sentier Investors Realindex Pty Ltd - Level 5, Tower Three International Towers
Sydney, 300 Barangaroo Avenue, Barangaroo NSW 2000, Australia
Contact details:
Mariko Onda, Phone: +81-3-3240-3003, E-mail:mariko_onda@mufg.jp
Nature of connection between substantial product holders: First Sentier Investors
(Australia) IM Ltd and First Sentier Investors Realindex Pty Ltd are wholly-owned
subsidiaries of Mitsubishi UFJ Financial Group, Inc.
5
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: Not applicable
Certification
I, Mariko Onda, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.
Annexure A
Transaction details for subsidiaries of Mitsubishi UFJ Financial Group, Inc.
Date of
Transaction Holder of Relevant Interest
Transaction
Nature Consideration
Class and number of
securities
24-Mar-2020
First Sentier Investors
Realindex Pty Ltd SELL 197999.1835(AUD) 33113 Ordinary Shares
24-Mar-2020
First Sentier Investors
Realindex Pty Ltd SELL 98996.602(AUD) 16556 Ordinary Shares
6
Annexure B
Relevant interests held in the Morgan Stanley group
List of Morgan Stanley and its subsidiaries that have a relevant interest or are deemed
to have a relevant interest in the shares.
Entities
└─┬─Morgan Stanley
├─┬─Morgan Stanley Capital Management, LLC
│ ├─┬─Morgan Stanley Domestic Holdings, Inc.
│ │ ├───Morgan Stanley & Co. LLC
│ │ ├───Morgan Stanley Capital Services LLC
│ │ ├───Morgan Stanley Smith Barney LLC
│ │ └───Morgan Stanley Wealth Management Australia Pty Ltd
│ └───Morgan Stanley Investment Management Inc.
└─┬─Morgan Stanley International Holdings Inc.
└─┬─Morgan Stanley International Limited
└─┬─Morgan Stanley Investments (UK)
└───Morgan Stanley & Co. International plc
Details for Morgan Stanley & Co. International plc
Nature of relevant interest(s): Shares held or in respect of which the holder may
exercise the control over disposal in the ordinary course of sales and trading businesses.
The relevant agreements need not be attached under regulation 139.
For that relevant interest,-
(a) number held in class: 23,368
(b) percentage held in class : 0.005%
(c) current registered holder(s) : HSBC Nominees (New Zealand) Limited
(d) registered holder(s) once transfers are registered : Unknown
7
Details for Morgan Stanley & Co. International Plc
Nature of relevant interest(s): Holder of securities subject to an obligation to return
under a Prime Brokerage agreement. The relevant agreement document (Prime
Brokerage Agreement) has been attached to a previous disclosure made on 8 August
2019.
For that relevant interest,—
(a) number held in class: 6,400,228
(b) percentage held in class: 1.442%
(c) current registered holder(s): HSBC Custody Nominees (Australia) Limited
(d) registered holder(s) once transfers are registered: Unknown
Details for Morgan Stanley & Co. International Plc
Nature of relevant interest(s): Holder of securities subject to an obligation to return
under a Securities Lending Agreement. The relevant agreement documents (2000 &
2010 Global Master Securities Lending Agreement & 1995 Overseas Securities Lender’s
Agreement) have been attached to a previous disclosure made on 8 August 2019.
For that relevant interest,—
(a) number held in class:273,985
(b) percentage held in class: 0.062%
(c) current registered holder(s): HSBC Nominees (New Zealand) Limited
(d) registered holder(s) once transfers are registered: Unknown
Details for Morgan Stanley & Co. International Plc
Nature of relevant interest(s): Shares held or in respect of which the holder may
exercise the right to rehypothecate pursuant to the agreement(s). The relevant
agreement document (Prime Brokerage Agreement) has been attached to a previous
disclosure made on 8 August 2019.
For that relevant interest,—
(a) number held in class: 2,833,808
(b) percentage held in class: 0.639%
(c) current registered holder(s): HSBC Custody Nominees (Australia) Limited
(e) registered holder(s) once transfers are registered: Unknown
8
Details for Morgan Stanley & Co. International Plc
Nature of relevant interest(s): Shares held or in respect of which the holder may
exercise control over disposal in the ordinary course of sales and trading businesses. he
relevant agreements need not be attached under regulation 139.
For that relevant interest,—
(a) number held in class: 2,808,435
(b) percentage held in class: 0.633%
(c) current registered holder(s): HSBC Custody Nominees (Australia) Limited
(a) registered holder(s) once transfers are registered: Unknown
Details for Morgan Stanley Wealth Management Australia Pty Ltd
Nature of relevant interest(s): Shares held or in respect of which the holder may
exercise control over disposal in the ordinary course of discretionary managed business.
The relevant agreements need not be attached under regulation 139.
For that relevant interest,—
(a) number held in class: 125,225
(b) percentage held in class: 0.028%
(c) current registered holder(s): Morgan Stanley Wealth Management Australia Pty
discretionary client account
(a) registered holder(s) once transfers are registered: Unknown
Details for Morgan Stanley Capital Services LLC
Nature of relevant interest(s): Derivative relevant interest over quoted underlying.
Swap Agreement: The relevant agreement document (1992 ISDA Master Agreement &
2002 ISDA Master Agreement) has been attached to a previous disclosure made on 8
August 2019. Please refer to Table 2 for details on derivative relevant interest.
For that relevant interest,—
(a) number held in class: 220,776
(b) percentage held in class: 0.050%
(c) current registered holder(s): Unknown
(e) registered holder(s) once transfers are registered: Unknown
9
Details for Morgan Stanley & Co. LLC
Nature of relevant interest(s): Shares held or in respect of which the holder may
exercise control over disposal in the ordinary course of sales and trading business. The
relevant agreements need not be attached under regulation 139.
For that relevant interest,—
(a) number held in class: 1,894
(b) percentage held in class: 0.000%
(c) current registered holder(s): HSBC Custody Nominees (Australia) Limited
(d) registered holder(s) once transfers are registered: Unknown
Details for Morgan Stanley & Co. LLC
Nature of relevant interest(s): Shares held or in respect of which the holder may
exercise right to rehypothecate pursuant to the agreement(s). The relevant agreement
document(s) (Prime Brokerage Margin Agreement) are attached in Annexure B (19
pages).
For that relevant interest,—
(a) number held in class: 12,908
(b) percentage held in class: 0.003%
(c) current registered holder(s): HSBC Custody Nominees (Australia) Limited
(d) registered holder(s) once transfers are registered: Unknown
Details for Morgan Stanley Smith Barney LLC
Nature of relevant interest(s): Shares held or in respect of which the holder may
exercise control over disposal in the ordinary course of discretionary managed business.
The relevant agreements need not be attached under regulation 139.
For that relevant interest,—
(a) number held in class: 770
(b) percentage held in class: 0.000%
(c) current registered holder(s): DTC Through Morgan Stanley
10
(d) registered holder(s) once transfers are registered: Unknown
Details for Morgan Stanley Investment Management Inc.
Nature of relevant interest(s): Shares held or in respect of which the holder may
exercise control over disposal in the ordinary course of investment management
business. The relevant agreements need not be attached under regulation 139.
For that relevant interest,—
(a) number held in class: 8,941
(b) percentage held in class: 0.002%
(c) current registered holder(s): HSBC Nominees (New Zealnad) Limited
(d) registered holder(s) once transfers are registered: Unknown
Details for Morgan Stanley & Co. International plc
Nature of relevant interest(s): Derivative relevant interest over quoted underlying.
Swap Agreement: The relevant agreement document(s) (2002 ISDA Master
Agreement) are attached in Annexure C (41 pages).
Please refer to Table 2 for details on derivative relevant interest.
For that relevant interest,—
(a) number held in class: 2,597
(b) percentage held in class: 0.001%
(c) current registered holder(s): Unknown
(d) registered holder(s) once transfers are registered: Unknown
11
Table 2: Details on derivative relevant interest
Details for
(a) Type of
Derivative
(b) Details of Derivative
Notional Value of the Derivative
Settleme
nt Type
Expiry Date of
the Derivative
Morgan Stanley & Co.
International plc
Swap Agreement 15,754.18 (AUD) Cash 3/08/2021
Morgan Stanley Capital
Services LLC
Swap Agreement
6,139.67 (AUD)
Cash
7/23/2021
40,504.60 (AUD) 7/23/2021
217,890.19 (AUD) 1/31/2022
393,362.63 (AUD) 6/17/2021
26,415.86 (AUD) 6/07/2021
127,457.99 (AUD) 4/12/2021
155,584.33 (AUD) 12/31/2020
383,245.87 (AUD) 9/17/2020
12
Annexure C
Transaction details for the Morgan Stanley group
Date of
Transaction
Holder of Relevant
Interest
Transaction
Nature
Considerati
on
Class and
number of
securities
3/24/2020
Morgan Stanley & Co.
International plc
Borrow Returned N/A
132,780 Ordinary
Shares
3/24/2020
Morgan Stanley & Co.
International plc
Buy N/A 2,597 Swaps
3/24/2020
Morgan Stanley & Co.
International plc
Collateral
Received
N/A
6,381,411 Ordinary
Shares
3/24/2020
Morgan Stanley & Co.
International plc
Decrease in
shares held or in
respect of which
the holder may
exercise right to
rehypothecate
pursuant to the
agreement(s)
N/A
12,587,530
Ordinary Shares
3/24/2020 Morgan Stanley & Co. LLC
Decrease in
shares held or in
respect of which
the holder may
exercise right to
rehypothecate
pursuant to the
agreement(s)
N/A
366 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
1,977.84
(AUD)
328 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
10,270.44
(AUD)
1,692 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
126.00
(AUD)
21 Ordinary Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
126.00
(AUD)
21 Ordinary Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
167.72
(AUD)
28 Ordinary Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
2,196.15
(AUD)
363 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
27,982.20
(AUD)
4,695 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
3,838.71
(AUD)
643 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
4,123.35
(AUD)
693 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
4,219.02
(AUD)
702 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
4,454.80
(AUD)
740 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
4,548.00
(AUD)
758 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
4,560.17
(AUD)
769 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
4,822.56
(AUD)
788 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
4,944.45
(AUD)
831 Ordinary
Shares
13
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell 41.93 (AUD) 7 Ordinary Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
460.50
(AUD)
75 Ordinary Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
5,003.84
(AUD)
823 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
5,184.85
(AUD)
857 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
5,510.31
(AUD)
923 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
6,589.00
(AUD)
1,100 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell 6.05 (AUD) 1 Ordinary Share
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
691.39
(AUD)
119 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
7,308.00
(AUD)
1,218 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
831.59
(AUD)
137 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
868.55
(AUD)
145 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
90,924.00
(AUD)
15,154 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
902.70
(AUD)
153 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
904.40
(AUD)
152 Ordinary
Shares
3/24/2020
Morgan Stanley Australia
Securities Limited
Sell
970.20
(AUD)
165 Ordinary
Shares
3/24/2020
Morgan Stanley Capital
Services LLC
Buy N/A 1,807 Swaps
3/24/2020
Morgan Stanley Capital
Services LLC
Buy N/A 693 Swaps
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.