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: 27 March, 2020
Date this disclosure made: 1 April, 2020
Date last disclosure made: 31 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: 31,854,268
(b) total in class: 443,709,223
(c) total percentage held in class: 7.179%
For last disclosure,—
(a) total number held in class: 22,414,158
(b) total in class: 443,709,223
(c) total percentage held in class: 5.052%
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, 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, First Sentier Investors
Realindex Pty Ltd. in this notice.
For that relevant interest,—
(a) number held in class: 13,703,117
(b) percentage held in class: 3.088%
(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: 18,151,151
(b) percentage held in class: 4.091%
(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.
(a) number held in class: 5,533,664
(b) percentage held in class : 1.247%
(c) current registered holder(s) : Unknown
3
(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: 8,169,453
(b) percentage held in class:1.841%
(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: 18,151,151
(b) percentage held in class: 4.091%
(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.
(a) number held in class: 8,169,453
(b) percentage held in class: 1.841%
(c) current registered holder(s) : Unknown
(d) registered holder(s) once transfers are registered : Unknown
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.
4
For that relevant interest,—
(a) number held in class: 5,533,664
(b) percentage held in class:1.247%
(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: 18,151,151
(b) percentage held in class: 4.091%
(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
seurites
27-Mar-2020
First Sentier Investors
(Australia) IM Ltd SELL 354097.4302(AUD) 53414 Ordinary Shares
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.
6
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: 42,225
(b) percentage held in class : 0.010%
(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): 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.
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For that relevant interest,—
(a) number held in class: 6,876
(b) percentage held in class: 0.002%
(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:170,157
(b) percentage held in class: 0.038%
(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: 14,785,816
(b) percentage held in class: 3.332%
(c) current registered holder(s): HSBC Custody Nominees (Australia) Limited
(e) registered holder(s) once transfers are registered: Unknown
Details for Morgan Stanley & Co. International Plc
8
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.
The relevant agreements need not be attached under regulation 139.
For that relevant interest,—
(a) number held in class: 2,706,551
(b) percentage held in class: 0.610%
(c) current registered holder(s): HSBC Custody Nominees (Australia) Limited
(a) 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: 7,778
(b) percentage held in class: 0.002%
(c) current registered holder(s): HSBC Nominees (New Zealand) Limited
(d) 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 Smith Barney LLC
9
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: 0.001%
(c) current registered holder(s): DTC Through Morgan Stanley
(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 (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:53,941
(b) percentage held in class: 0.012%
(c) current registered holder(s): Unknown
(d) 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: 240,311
(b) percentage held in class: 0.054%
(c) current registered holder(s): Unknown
(d) registered holder(s) once transfers are registered: Unknown
Details for Morgan Stanley & Co. LLC
10
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 (Prime Brokerage Agreement) has been attached to a previous disclosure
made on 8 August 2019.
For that relevant interest,—
(a) number held in class: 9,607
(b) percentage held in class: 0.002%
(c) current registered holder(s): HSBC Custody Nominees (Australia) Limited
(d) registered holder(s) once transfers are registered: Unknown
Table 2: Details on derivative relevant interest
Details for
(a) Type of
Derivative
(b) Details of Derivative
Notional Value of the
Derivative
Settlement Type
Expiry Date of the
Derivative
Morgan Stanley & Co.
International plc
Swap
Agreement
343,714.30 (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
222,261.40 (AUD) 1/31/2022
393,362.63 (AUD) 6/17/2021
26,415.86 (AUD) 6/07/2021
243,823.79 (AUD) 4/12/2021
155,584.33 (AUD) 12/31/2020
383,245.87 (AUD) 9/17/2020
4,187.62 (AUD) 9/17/2020
11
Annexure C
Transaction details for the Morgan Stanley group
Date of Transaction
Holder of Relevant
Interest
Transaction
Nature
Consideration
Class and number of
securities
3/27/2020
Morgan Stanley & Co.
International plc
Borrow Returned N/A 37,894 Ordinary Shares
3/27/2020
Morgan Stanley & Co.
International plc
Buy N/A 3,789 Swaps
3/27/2020
Morgan Stanley & Co.
International plc
Collateral
Received
N/A 1 Ordinary Share
3/27/2020
Morgan Stanley & Co.
International plc
Increase in
shares held or in
respect of which
the holder may
exercise right to
rehypothecate
pursuant to the
agreement(s)
N/A 9,582,833 Ordinary Shares
3/27/2020
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 1,815 Ordinary Shares
3/27/2020
Morgan Stanley
Capital Services LLC
Buy N/A 238 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.