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CHALLENGER LIMITED — Major Shareholding Notification 2024
May 16, 2024
64641_rns_2024-05-16_91718de1-fdbb-4dc3-acbe-19ccc56373c6.pdf
Major Shareholding Notification
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Level 2, 5 Martin Place Sydney NSW 2000 Australia GPO Box 3698 Sydney NSW 2001
challenger.com.au
Telephone 02 9994 7000
17 May 2024
The Manager Company Announcements Office ASX Limited 20 Bridge Street SYDNEY NSW 2000
By electronic lodgement
Dear Sir/Madam
Re: Notice of ceasing to be a substantial holder ~ Monash IVF Group Limited (MVF)
We attach a notice of ceasing to be a substantial holder in Monash IVF Group Limited. The notice is given by Challenger Limited and each of its associated entities named in Annexure 2 to the notice and Apollo Global Management, Inc. and its controlled entities named in Annexure 3 to the notice.
Yours faithfully
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Linda Matthews
Company Secretary
Sydney Level 2, 5 Martin Place, Sydney NSW 2000 Australia, GPO Box 3698 Sydney NSW 2001, Telephone 02 9994 7000 Melbourne Level 19, 31 Queen Street PO Box 297, Flinders Lane, Melbourne VIC 3000 Telephone 02 9994 7000 Brisbane Level 6, 215 Adelaide Street GPO Box 3234, Brisbane QLD 4000 Telephone 07 3136 5400 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
challenger.com.au
Form 605
Corporations Act 2001
Section 671B
Notice of ceasing to be a substantial holder
| To Company Name/Scheme |
Monash IVFGroup Limited |
|---|---|
| ACN/ARSN | 169 302 309 |
1. Details of substantial holder (1)
Challenger Limited (and its entities listed in Annexure 2) Apollo Global Management, Inc. (and its controlled entities from time to time which, as Name at the date of this notice, are as listed in Annexure 3) ACN/ARSN (if applicable) 106 842 371 (Challenger Limited) The holder ceased to be a substantial holder on 15/05/2024 The previous notice was given to the company on 17/11/2023 The previous notice was dated 17/11/2023
2. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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 interest changed | Nature of change (4) | Consideration given in relation to change (5) |
Class (6) and number of securities affected |
Person's votes affected |
|---|---|---|---|---|---|
| Refer Annexure 1 |
Challenger Limited (and its entities listed in Annexure 2) Apollo Global Management, Inc. (and its controlled entities from time to time which, as at the date of this notice, are as listed in Annexure 3) |
Refer Annexure 1 |
Refer Annexure 1 |
Refer Annexure 1 |
Refer Annexure 1 |
3. Changes in association
The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) 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 |
| 4. Addresses The addresses of persons named in this form are as follows: |
|
| Name | Address |
| Challenger Limited (and its entities listed in Annexure 2) | Level 2, 5 Martin Place, Sydney NSW 2000 |
| Apollo Global Management, Inc. | 9 West 57th Street, 42nd Floor, New York NT 10019 |
Signature
| print name | Linda Matthews | Capacity | Company Secretary of Challenger Limited |
|---|---|---|---|
| sign here | date | 17/05/2024 |
DIRECTIONS
(1) If there area 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 4 of the form.
-
(2) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
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(3) See the definition of "associate" in section 9 of the Corporations Act 2001. (4) Include details of:
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(a) 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
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(b) 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.
(5) 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.
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(6) The voting shares of a company constitute one class unless divided into separate classes.
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(7) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
Annexure 1 consists of 1 page/s and is referred to in Form 605 signed by me and dated 17/05/2024
[Insert Signature Here]
Linda Matthews Company Secretary of Challenger Limited
Transactions:
Company Name/Scheme: Monash IVF Group Limited (MVF) As at: 15/05/2024 Class of security: Ordinary Fully Paid
| Date of Change | Holder of relevant interest | Nature of Change | Consideration | Number of Securities |
Person's Votes Affected |
|---|---|---|---|---|---|
| 23/11/2023 | Challenger Limited (and its entities listed in Annexure 2) Apollo Global Management, Inc. (and its controlled entities from time to time which, as at the date of this notice, are as listed in Annexure 3) |
Buy |
280,645 | 218,929 | 218,929 |
| 27/11/2023 | As above | Sell | 78,421 | -63,243 | 63,243 |
| 28/11/2023 | As above | Buy | 145,655 | 113,704 | 113,704 |
| 28/11/2023 | As above | Sell | 328,136 | -264,626 | 264,626 |
| 14/12/2023 | As above | Buy | 112,311 | 83,132 | 83,132 |
| 31/01/2024 | As above | Buy | 296,071 | 206,321 | 206,321 |
| 02/02/2024 | As above | Buy | 323,954 | 222,725 | 222,725 |
| 08/02/2024 | As above | Sell | 365,837 | -251,746 | 251,746 |
| 09/02/2024 | As above | Sell | 359,174 | -248,254 | 248,254 |
| 13/02/2024 | As above | Sell | 357,500 | -250,000 | 250,000 |
| 14/02/2024 | As above | Buy | 147,602 | 100,945 | 100,945 |
| 05/03/2024 | As above | Buy | 129,887 | 88,467 | 88,467 |
| 05/03/2024 | As above | Buy | 161,233 | 109,817 | 109,817 |
| 06/03/2024 | As above | Buy | 152,240 | 102,532 | 102,532 |
| 07/03/2024 | As above | Buy | 464,198 | 313,647 | 313,647 |
| 07/03/2024 | As above | Buy | 570,097 | 385,201 | 385,201 |
| 13/03/2024 | As above | Sell | 280,193 | -188,011 | 188,011 |
| 14/03/2024 | As above | Sell | 17,750 | -11,989 | 11,989 |
| 22/03/2024 | As above | Sell | 107,208 | -74,939 | 74,939 |
| 25/03/2024 | As above | Sell | 13,872 | -9,701 | 9,701 |
| 26/03/2024 | As above | Sell | 165,692 | -115,360 | 115,360 |
| 15/05/2024 | As above | Sell | 3,407,500 | -2,350,000 | 2,350,000 |
| Total Number of Securities | -1,882,449 | ||||
Page 1 of 1
Annexure 2
This is page 1 of 3 of Annexure 2 referred to in ASIC Form 605 - ceasing to be a substantial holder
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Linda Matthews - Company Secretary of Challenger Limited
17/05/2024
| Company Name | ACN / | Country of |
|---|---|---|
| Company Number | Incorporation | |
| Challenger Limited | 106842371 | Australia |
| 255 Finance Group Pty Ltd | 628853056 | Australia |
| 255 Finance Investments Pty Ltd | 164516401 | Australia |
| 255 Finance Pty Ltd | 168112507 | Australia |
| 255 Finance Services Pty Ltd | 168107355 | Australia |
| Alphinity Investment Management Pty Ltd | 140833709 | Australia |
| Ardea Investment Management Pty Ltd | 132902722 | Australia |
| Ardea Investment Management (UK) Limited | 13043903 | United Kingdom |
| Artega Investment Administration Pty Limited | 661042093 | Australia |
| Bentham Asset Management Pty Ltd | 140833674 | Australia |
| CDPG Australia Pty Limited | 124498095 | Australia |
| Challenger Diversified Property Development Pty Limited | 121624833 | Australia |
| Challenger DPG France II SAS | 495391062 | France |
| Challenger Financial Services Pty Limited | 087464131 | Australia |
| Challenger Funds Management (Asia) Pte Ltd | 202113533D | Singapore |
| Challenger Funds Management Holdings Pty Limited | 107728030 | Australia |
| Challenger Group Holdings Limited | 002993302 | Australia |
| Challenger Group Pty Limited | 003374196 | Australia |
| Challenger Group Services Pty. Ltd. | 085657307 | Australia |
| Challenger Holdco2 Holdings Pty Ltd | 646761275 | Australia |
| Challenger Holdco3 Holdings Pty Ltd | 657425744 | Australia |
| Challenger Home Loan Corporation Pty Ltd | 058891302 | Australia |
| Challenger Investment Partners Limited | 092382842 | Australia |
| Challenger Investment Solutions Management Pty Ltd | 130035353 | Australia |
| Challenger Japan Holdings Kabushiki Kaisha | 0100-01-182399 | Japan |
| Challenger Japan Holdings Pty Limited | 617208205 | Australia |
| Challenger Japan Kabushiki Kaisha | 0100-01-182920 | Unknown |
| Challenger Kabushiki Kaisha | 0100-01-182872 | Unknown |
| Challenger Life CDI Nominees Pty Ltd | 055293644 | Australia |
| Challenger Life Company Holdings Pty Ltd | 006381193 | Australia |
| Challenger Life Company Limited | 072486938 | Australia |
| Challenger Life Debt Investments (Europe) Limited | 7626067 | United Kingdom |
| Challenger Life Fund Property Investments Pty Ltd | 161212693 | Australia |
| Challenger Life Investments UK Limited | 6067787 | United Kingdom |
| Challenger Life Nominees No.2 Pty Ltd | 078627013 | Australia |
| Challenger Life Nominees No.3 Pty Limited | 151482147 | Australia |
| Challenger Life Nominees Pty Ltd | 091336793 | Australia |
| Challenger Life Subsidiary Holdings Pty Limited | 099742122 | Australia |
| Challenger Managed Investments (International) Pty Limited | 120871212 | Australia |
| Challenger Management Services (UK) Limited | 6393787 | United Kingdom |
| Challenger Margin Lending Pty Ltd | 091338822 | Australia |
| Challenger Mortgage Management Pty Ltd | 087271109 | Australia |
| Challenger Non-conforming Finance Pty Ltd | 107725486 | Australia |
| Challenger Retirement and Investment Services Limited | 115534453 | Australia |
| Challenger Securitisation Management Pty Ltd | 100346898 | Australia |
| Challenger Special Servicing Pty Ltd | 107707415 | Australia |
| Challenger Treasury Limited | 093307996 | Australia |
| Challenger Wholesale Finance Holdings Pty Limited | 087284240 | Australia |
Annexure 2
This is page 2 of 3 of Annexure 2 referred to in ASIC Form 605 - ceasing to be a substantial holder
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Linda Matthews - Company Secretary of Challenger Limited
17/05/2024
| Company Name | ACN / | Country of |
|---|---|---|
| Company Number | Incorporation | |
| Challenger Wind Holdings Pty Limited | 151496061 | Australia |
| CLS US Holdings, LLC | 5302598 | United States |
| CPHIC Investments Pty Ltd | 093340526 | Australia |
| Cultiv8 Carry Services Pty Ltd | 661978356 | Australia |
| Cultiv8 Funds Management Pty Ltd | 659433593 | Australia |
| Cultiv8 GPCo Pty Ltd | 655 779 105 | Australia |
| Eiger Capital Pty Limited | 631838607 | Australia |
| Fidante Partners (Guernsey) Limited | 40288 | Guernsey |
| Fidante Partners AAM Holdings Pty Limited | 636490189 | Australia |
| Fidante Partners AB | 559327-5497 | Sweden |
| Fidante Partners Alphinity Holdings Pty Ltd | 140716016 | Australia |
| Fidante Partners Ardea Holdings Pty Ltd | 133865853 | Australia |
| Fidante Partners Bentham Holdings Pty Ltd | 140715573 | Australia |
| Fidante Partners Cultiv8 Holdings Pty Ltd | 659373109 | Australia |
| Fidante Partners Eiger Holdings Pty Limited | 631837360 | Australia |
| Fidante Partners Europe Limited | 4040660 | United Kingdom |
| Fidante Partners FME Holdings Limited | 11410594 | United Kingdom |
| Fidante Partners Holdco1 Pty Limited | 666942196 | Australia |
| Fidante Partners Holdings (Guernsey) Limited | 43315 | Guernsey |
| Fidante Partners Holdings Europe Limited | 6172534 | United Kingdom |
| Fidante Partners Holdings Pty Limited | 123318650 | Australia |
| Fidante Partners Lennox Holdings Pty Limited | 616975565 | Australia |
| Fidante Partners Limited | 002835592 | Australia |
| Fidante Partners Liquid Strategies ICAV | C139635 | Ireland |
| Fidante Partners Merlon Holdings Pty Ltd | 140715662 | Australia |
| Fidante Partners Novaport Holdings Pty Ltd | 140715797 | Australia |
| Fidante Partners Ox Holdings Pty Ltd | 649174087 | Australia |
| Fidante Partners Services Limited | 119605373 | Australia |
| Fidante Partners Wavestone Holdings Pty Limited | 133626276 | Australia |
| Fidante Partners Whitehelm Holdings Pty Ltd | 169043903 | Australia |
| Fidante Partners Wyetree Limited | 9387239 | United Kingdom |
| FME Asset Management Limited | 11064883 | United Kingdom |
| Greencape Capital Pty Ltd | 120328529 | Australia |
| Kabushiki Kaisha C & K | 0104-01-067168 | Japan |
| Kudu Investment Partners I, Lp | 47-2497501 | Unknown |
| Lease Collateral No.2 Pty Ltd | 168112481 | Australia |
| Lease Collateral Pty Ltd | 168112472 | Australia |
| Lease Funding Management Pty Ltd | 168112490 | Australia |
| Lending JV Holdco Pty Ltd | 661671683 | Australia |
| Lennox Capital Partners Pty Limited | 617001966 | Australia |
| Merlon Capital Partners Pty Ltd | 140833683 | Australia |
| Novaport Capital Pty Ltd | 140833656 | Australia |
| Oaklands Hill Pty Ltd | 149814559 | Australia |
| Oaklands Hill Wind Farm Pty Ltd | 126595935 | Australia |
| Offshore Reinsurer (Bermuda) Company Limited | 51746 | Bermuda |
| Ox Capital Management Pty Ltd | 648887914 | Australia |
| Resonance Asset Management Limited | 9028327 | United Kingdom |
| The Liberty Group Consortium Pty Ltd | 082564289 | Australia |
Annexure 2
This is page 3 of 3 of Annexure 2 referred to in ASIC Form 605 - ceasing to be a substantial holder
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Linda Matthews - Company Secretary of Challenger Limited 17/05/2024
| Company Name | ACN / | Country of |
|---|---|---|
| Company Number | Incorporation | |
| TLGH Pty Limited | 092927467 | Australia |
| US LLC Holdings Pty Ltd | 130888292 | Australia |
| US LLC Investments LLC | 36-4811214 | United States |
| Water Ventures Limited | 9592184 | United Kingdom |
| Wavestone Capital Pty Limited | 120179419 | Australia |
Annexure 3
This is page 1 of 1 of Annexure 3 referred to in ASIC Form 605 - ceasing to be a substantial holder
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Linda Matthews - Company Secretary of Challenger Limited
17/05/2024
| Company Name | Company | State of |
|---|---|---|
| Number | Incorporation/Country | |
| of Incorporation | ||
| Apollo Management Holdings, L.P. | 4291041 | Delaware, United States |
| Athene Life Re Ltd | 43286 | Bermuda |
| AP Liberty GP, LLC | WC-4527 | Cayman Islands |
| AP Liberty LP (with AP Liberty GP, LLC acts as general partner of AP | WC-113262 | Cayman Islands |
| Liberty LP) |