Ceasing to be a substantial holder
Form 605
To: Company Name/Scheme:
ACN/ARSN:
1. Details of substantial holder
Name:Mitsubishi UFJ Financial Group, Inc.
The holder ceased to be a substantial holder on:
1 December 2023
The previous notice was given to the company on:
5 December 2023
The previous notice was dated:
5 December 2023
The holder became aware on:
5 December 2023
2. 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:
Nature of change
Consideration given in
relation to change
3. Changes in association
The persons who have become associates of, ceased to be associates of, or have changed the nature of their association with, the
substantial holder in relation to voting interests in the company or scheme are as follows:
4. Addresses
The addresses of persons named in this form are as follows:
5. Signature
Dated 6 December 2023
Authorised signatory
Mitsubishi UFJ Financial Group, Inc. 2-7-1, Marunouchi, Chiyoda-ku, Tokyo 100-8330, Japan
Name Address
See annexure A to
this notice
Name and ACN/ARSN (if applicable) Nature of association
Downer EDI Ltd
003 872 848
Date of
change
Person whose
relevant interest
changed
Class and
number of
securities affected
Person's votes
affected
Form 605
Corporations Act 2001
Section 671B
Notice of ceasing to be a substantial holder
Page 1
Annexure A
Authorised signatory Dated 6 December 2023
Date of change
Person whose relevant
interest changedNature of change
Consideration
given in relation
to change
Class and number of
securities affected
Person's votes
affected
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
1,893.18454 Ordinary Shares454
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
1,374.45330 Ordinary Shares330
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
19,557.304,690 Ordinary Shares4,690
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
147,325.71 35,364 Ordinary Shares35,364
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
379.0291 Ordinary Shares91
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
104.7525 Ordinary Shares25
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
3,641.11869 Ordinary Shares869
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
724.71174 Ordinary Shares174
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
2,465.68592 Ordinary Shares592
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
611.74146 Ordinary Shares146
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
2,055.04494 Ordinary Shares494
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
8,230.421,969 Ordinary Shares1,969
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
2,117.44509 Ordinary Shares509
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
1,180.02284 Ordinary Shares284
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
27,293.766,561 Ordinary Shares6,561
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
201,502.08 48,438 Ordinary Shares48,438
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
5,978.601,432 Ordinary Shares1,432
This is annexure A of 4 pages referred to in Form 605, Notice of ceasing to be a substantial holder dated 6 December 2023
Annexure A
Page 2
Annexure A
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
133.4432 Ordinary Shares32
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
193,344.32 46,477 Ordinary Shares46,477
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
116.4828 Ordinary Shares28
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
387.8193 Ordinary Shares93
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
585.20140 Ordinary Shares140
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
145.9535 Ordinary Shares35
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
346.1183 Ordinary Shares83
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
292.9570 Ordinary Shares70
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
387.8193 Ordinary Shares93
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
721.41173 Ordinary Shares173
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
2,530.76604 Ordinary Shares604
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
21,756.805,230 Ordinary Shares5,230
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
183.0444 Ordinary Shares44
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
34,686.088,338 Ordinary Shares8,338
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
175.1442 Ordinary Shares42
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
717.24172 Ordinary Shares172
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
522.50125 Ordinary Shares125
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
13,465.923,237 Ordinary Shares3,237
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
10,466.702,510 Ordinary Shares2,510
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
5,000.751,205 Ordinary Shares1,205
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
233.2456 Ordinary Shares56
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
41,770.56 10,041 Ordinary Shares10,041
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
217.8852 Ordinary Shares52
Page 3
Annexure A
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
2,625.96632 Ordinary Shares632
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
238.2657 Ordinary Shares57
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
2,438.20584 Ordinary Shares584
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
881.98211 Ordinary Shares211
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
115,976.64 27,879 Ordinary Shares27,879
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
617.90148 Ordinary Shares148
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
17,230.444,132 Ordinary Shares4,132
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
4,504.831,079 Ordinary Shares1,079
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
13,414.283,213 Ordinary Shares3,213
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
1,311.98315 Ordinary Shares315
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
288.0869 Ordinary Shares69
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
341.9482 Ordinary Shares82
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
10,212.802,455 Ordinary Shares2,455
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
66.6416 Ordinary Shares16
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
1,722.21413 Ordinary Shares413
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
918.50220 Ordinary Shares220
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
6,028.701,444 Ordinary Shares1,444
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
464.54111 Ordinary Shares111
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
2,583.36621 Ordinary Shares621
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
791.35190 Ordinary Shares190
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
4.161 Ordinary Share1
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
3,619.20870 Ordinary Shares870
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
1,599.36384 Ordinary Shares384
Page 4
Annexure A
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
721.41173 Ordinary Shares173
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
4,050.42969 Ordinary Shares969
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Purchase of securities by
an entity controlled by
Morgan Stanley
1,280.19307 Ordinary Shares307
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
1,522.43372 Ordinary Shares372
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
529.55129 Ordinary Shares129
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
8,233.172,013 Ordinary Shares2,013
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
2,541.00619 Ordinary Shares619
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
2,089.99511 Ordinary Shares511
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
1,603.28392 Ordinary Shares392
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
77.7119 Ordinary Shares19
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
271.5966 Ordinary Shares66
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
2,944.80720 Ordinary Shares720
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
2,270.07553 Ordinary Shares553
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
1,910.60466 Ordinary Shares466
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
1,476.00360 Ordinary Shares360
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
4,163.621,018 Ordinary Shares1,018
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
938.90229 Ordinary Shares229
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
1,717.80420 Ordinary Shares420
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
565.80138 Ordinary Shares138
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
1,310.16318 Ordinary Shares318
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Sale of securities by an
entity controlled by
Morgan Stanley
1,656.24402 Ordinary Shares402
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Borrow Returned by an
entity controlled by
Morgan Stanley - see
Annexure B
N/A359,331 Ordinary Shares 359,331
1/12/2023
Mitsubishi UFJ Financial
Group, Inc.
Collateral Returned by an
entity controlled by
Morgan Stanley - see
Annexure B
N/A
22,601,056 Ordinary
Shares
22,601,056
Page 5
Annexure B
Authorised signatory Dated 6 December 2023
Type of AgreementCustomer Prime Broker Account Agreement
Parties to agreementMorgan Stanley & Co. LLC on behalf of all Morgan Stanley entities and customer PINEBRIDGE PARTNERS MASTER FUND, LP
Transfer Date20231115;
Holder of Voting RightsMorgan Stanley
Are there any restrictions on voting rights?No
Does the borrower have the right to return early?Yes
Does the lender have the right to recall early?Yes
Will the securities be returned on settlement?Yes
Type of AgreementInternational Prime Brokerage Agreement
Parties to agreement
Morgan Stanley & Co. International plc for itself and as agent and trustee for and on behalf of the other Morgan Stanley Companies and
EQUITY TRUSTEES LIMITED AS TRUSTEE FOR L1 CAPITAL LONG SHORT FUND
Transfer Date20231201;
Holder of Voting RightsPrime broker has the right to vote securities rehypothecated from the Client.
Are there any restrictions on voting rights?Yes/No
Does the borrower have the right to return early?Yes/No
Does the lender have the right to recall early?Yes/No
Will the securities be returned on settlement?Yes/No
Type of AgreementInternational Prime Brokerage Agreement
Parties to agreement
Morgan Stanley & Co. International plc for itself and as agent and trustee for and on behalf of the other Morgan Stanley Companies and
CHANNEL INVESTMENT MANAGEMENT LIMITED AS RESPONSIBLE ENTITY FOR CC SAGE CAPITAL ABSOLUTE RETURN FUND
Transfer Date20231130;
Holder of Voting RightsPrime broker has the right to vote securities rehypothecated from the Client.
Are there any restrictions on voting rights?Yes/No
Does the borrower have the right to return early?Yes/No
Does the lender have the right to recall early?Yes/No
Will the securities be returned on settlement?Yes/No
Type of AgreementInternational Prime Brokerage Agreement
If yes, detail Prime broker may return shares which were rehypothecated from the client at any time.
If yes, detail Prime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares by the client.
If yes, detail any exceptions Upon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined and on the basis of the amounts so established, an account
shall be taken of what is due from each party to the other. The amounts due from one party shall be set off against the amounts due from the other party and only the balance of the account shall be
payable.
Schedule
If yes, detail Prime broker may return shares which were rehypothecated from the client at any time.
If yes, detail Prime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares by the client.
If yes, detail any exceptions Upon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined and on the basis of the amounts so established, an account
shall be taken of what is due from each party to the other. The amounts due from one party shall be set off against the amounts due from the other party and only the balance of the account shall be
payable.
Schedule
If yes, detail Not applicable
Scheduled Return Date (if any)Open
If yes, detail Morgan Stanley may return rehypothecated shares at any time.
If yes, detail The customer may recall shares from Morgan Stanley at any time.
If yes, detail any exceptions In the ordinary course of business, securities will be returned to customers. Upon a customer Event of Default, Morgan Stanley has the right to set off obligations owed to the
customer against obligations of the customer to Morgan Stanley and to foreclose on any collateral, including rehypothecated securities, for the purpose of arriving at a single closeout amount. In such a
default scenario, Morgan Stanley may do an actual or deemed sale of the rehypothecated securities.
Schedule
If yes, detail Not applicable
Scheduled Return Date (if any)Open
Annexure B
This is annexure B of 2 pages referred to in Form 605, Notice of ceasing to be a substantial holder dated 6 December 2023
The below schedules are based on the relevant standard agreements. The entity filing the report will, if requested by the company or responsible entity to whom the
prescribed form must be given or ASIC, give a copy of the agreement to the company, responsible entity or ASIC.
Schedule
If yes, detail Not applicable
Scheduled Return Date (if any)Open
Page 6
Annexure B
Parties to agreement
Morgan Stanley & Co. International plc for itself and as agent and trustee for and on behalf of the other Morgan Stanley Companies and L1
LONG SHORT FUND LIMITED
Transfer Date20231201;
Holder of Voting RightsPrime broker has the right to vote securities rehypothecated from the Client.
Are there any restrictions on voting rights?Yes/No
Does the borrower have the right to return early?Yes/No
Does the lender have the right to recall early?Yes/No
Will the securities be returned on settlement?Yes/No
Type of AgreementInternational Prime Brokerage Agreement
Parties to agreement
Morgan Stanley & Co. International plc for itself and as agent and trustee for and on behalf of the other Morgan Stanley Companies and
SAGE CAPITAL ABSOLUTE RETURN MASTER FUND LTD.
Transfer Date20231201;
Holder of Voting RightsPrime broker has the right to vote securities rehypothecated from the Client.
Are there any restrictions on voting rights?Yes/No
Does the borrower have the right to return early?Yes/No
Does the lender have the right to recall early?Yes/No
Will the securities be returned on settlement?Yes/No
If yes, detail Prime broker may return shares which were rehypothecated from the client at any time.
If yes, detail Prime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares by the client.
If yes, detail any exceptions Upon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined and on the basis of the amounts so established, an account
shall be taken of what is due from each party to the other. The amounts due from one party shall be set off against the amounts due from the other party and only the balance of the account shall be
payable.
If yes, detail Prime broker may return shares which were rehypothecated from the client at any time.
If yes, detail Prime broker will be required to return to the client shares rehypothecated from the client's account upon a sale of those shares by the client.
If yes, detail any exceptions Upon an Event of Default, the default market value of all Equivalent Securities to be delivered will be determined and on the basis of the amounts so established, an account
shall be taken of what is due from each party to the other. The amounts due from one party shall be set off against the amounts due from the other party and only the balance of the account shall be
payable.
Schedule
If yes, detail Not applicable
Scheduled Return Date (if any)Open
If yes, detail Not applicable
Scheduled Return Date (if any)Open
Page 7
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