Form 603 Notice of Initial Substantial Holder WOW In
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603 page 1/3 15 July 2001 Form 603 Corporations Act 2001 Section 671B Notice of initial substantial holder To Company Name/Scheme Endeavour Group Limited (Endeavour) ACN/ARSN ACN 159 767 843 1. Details of substantial holder (1) Name Woolworths Group Limited (Woolworths) and the entities listed in Annexure A ACN/ARSN (if applicable) ACN 000 014 675 The holder became a substantial holder on 1/07/2021 2. Details of 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 on the date the substantial holder became a substantial holder are as follows: Class of Number of securities Person’s votes (5) Voting power (6) securities (4) Ordinary Shares 261,486,309 261,486,309 14.6% 3. Details of relevant interests The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows: Holder of relevant interest Nature of relevant interest (7) Class and number of securities Woolworths is the registered and beneficial holder of 14.6% of the ordinary shares of Endeavour, following implementation of the Demerger on 1 July 2021 as described in the Demerger Booklet Woolworths Group Limited 261,486,309 ordinary shares dated 10 May 2021. Before implementation of the Demerger, Woolworths held an 85.4% relevant interest in Endeavour ordinary shares as described in the Demerger Booklet. Each entity listed in Annexure A is a subsidiary of Woolworths and accordingly an associate of Each entity listed in Annexure A Woolworths pursuant to section 12(2)(a)(i) of the Act. 4. Details of present registered holders The persons registered as holders of the securities referred to in paragraph 3 above are as follows: Holder of relevant Registered holder of Person entitled to be Class and number interest securities registered as holder (8) of securities 261,486,309 ordinary Woolworths Group Limited Woolworths Group Limited Woolworths Group Limited shares Each entity listed in Annexure A Woolworths Group Limited Woolworths Group Limited - 5. Consideration The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows: Holder of relevant Class and number Date of acquisition Consideration (9) interest of securities N/A. Woolworths's 14.6% N/A. Woolworths's 14.6% relevant relevant interest in Endeavour interest in Endeavour ordinary ordinary shares follows the shares follows the implementation 261,486,309 ordinary Woolworths Group Limited implementation of the Demerger of the Demerger on 1 July 2021 shares on 1 July 2021 and is not the and is not the result of any result of any acquisitions. acquisitions. 603 page 2/3 15 July 2001 6. Associates The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows: Name and ACN/ARSN (if applicable) Nature of association Woolworths Each entity listed in Annexure A is an associate of Woolworths Group Limited pursuant to The entities listed in Annexure A section 12(2)(a)(i) of the Corporations Act because each of the entities is a subsidiary of, and accordingly is controlled by, Woolworths Group Limited. 7. Addresses The addresses of persons named in this form are as follows: Name Address Woolworths Group Limited 1 Woolworths Way, Bella Vista NSW 2153 The entities listed in Annexure A See Annexure A Signature print name Michelle Hall capacity Company Secretary sign here date 01/07/2021 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 7 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 total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in. (6) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100. (7) Include details of: (a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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 (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. (8) 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) Details of the consideration must include any and all benefits, moneys 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. Annexure "A" This is annexure "A" of 6 pages referred to in Form 603 (Notice of initial substantial holder) signed by me and dated 1 July 2021. ________________________________________________ Michelle Hall Company Secretary Woolworths Group Limited ENTITY ACN ADDRESS ACN 001 259 301 Pty Limited 001 259 301 1 Woolworths Way, Bella Vista NSW 2153 173 Burke Rd Holdings Pty Ltd 643 367 542 c/- PWC, 2 Riverside Quay, Southbank Vic 3006 173 Burke Rd JV Pty Ltd 643 363 857 c/- PWC, 2 Riverside Quay, Southbank Vic 3006 Advantage Supermarkets WA Pty Ltd 084 788 492 1 Woolworths Way, Bella Vista NSW 2153 Advantage Supermarkets Pty Ltd 009 312 056 1 Woolworths Way, Bella Vista NSW 2153 Andmist Pty. Limited 095 618 929 1 Woolworths Way, Bella Vista NSW 2153 Australian Grocery Wholesalers Pty Limited 009 592 125 2 Dursley Road, Yennora NSW 2161 Australian Independent Retailers Pty Ltd 004 678 675 1 Woolworths Way, Bella Vista NSW 2153 Australian Safeway Stores Pty. Ltd. 004 319 939 1 Woolworths Way, Bella Vista NSW 2153 Barjok Pty Ltd 002 946 858 1 Woolworths Way, Bella Vista NSW 2153 Bergam Pty Limited 109 333 208 1 Woolworths Way, Bella Vista NSW 2153 Big W HK Procurement Pty Limited 989515 5th Floor, D2 Place One, 9 Cheung Yee Street, Lai Chi Kok, Kowloon HK Calvartan Pty. Limited 008 585 813 1 Woolworths Way, Bella Vista NSW 2153 Cartology NZ Limited 8177839 80 Favona Road, Favona, Auckland NZ Cartology Pty Limited 009 671 149 1 Woolworths Way, Bella Vista NSW 2153 Cenijade Pty. Limited 085 854 495 1 Woolworths Way, Bella Vista NSW 2153 Charmtex Pty Ltd 000 067 363 1 Woolworths Way, Bella Vista NSW 2153 DB Deals Online Pty Limited 154 205 508 1 Woolworths Way, Bella Vista NSW 2153 ENTITY ACN ADDRESS Drystone Pty Ltd 616 079 835 1 Woolworths Way, Bella Vista NSW 2153 Dentra Pty. Limited 008 641 709 1 Woolworths Way, Bella Vista NSW 2153 Drumstar Pty Ltd 085 415 032 1 Woolworths Way, Bella Vista NSW 2153 Fabcot Pty Ltd 002 960 983 1 Woolworths Way, Bella Vista NSW 2153 Fabsky Pty Ltd 147 387 737 1 Woolworths Way, Bella Vista NSW 2153 Food Company HK Procurement Pty Limited 1009711 5th Floor, D2 Place One, 9 Cheung Yee Street, Lai Chi Kok, Kowloon HK Gembond Pty. Limited 094 773 663 1 Woolworths Way, Bella Vista NSW 2153 General Distributors Limited 357961 80 Favona Road, Favona, Auckland NZ GreenGrocer.com.au Pty Ltd 079 889 044 1 Woolworths Way, Bella Vista NSW 2153 Grocery Wholesalers Pty Ltd 000 013 758 1 Woolworths Way, Bella Vista NSW 2153 Health Outcomes Australia Pty Limited 600 588 930 Bay 12, 2 Locomotive Street, Everleigh NSW 2015 HealthyLife Company Pty Limited 647 137 111 1 Woolworths Way, Bella Vista NSW 2153 HP Distribution Pty Ltd 154 633 619 1 Woolworths Way, Bella Vista NSW 2153 Hydrogen Nominees Pty. Ltd 137 689 224 1 Woolworths Way, Bella Vista NSW 2153 Hydrox Brands Pty Ltd 138 990 584 1 Woolworths Way, Bella Vista NSW 2153 Jack Butler & Staff Pty. Ltd. 009 957 171 1 Woolworths Way, Bella Vista NSW 2153 Josona Pty Ltd 002 955 759 1 Woolworths Way, Bella Vista NSW 2153 Kennedy Corporation Holdings NZ Limited 1934308 80 Favona Road, Favona, Auckland NZ Kiaora Lands Pty Limited 108 410 402 1 Woolworths Way, Bella Vista NSW 2153 Langtons East Asia Limited 1800102 Suites 5801,5804-06 Central Plaza, 18 Harbour Road, Wanchai HK Leasehold Investments Pty Ltd 009 237 932 1 Woolworths Way, Bella Vista NSW 2153 Macro Wholefoods Company Pty Limited 643 962 645 1 Woolworths Way, Bella Vista NSW 2153 ENTITY ACN ADDRESS Market Blueprint Pty Limited 154 765 910 Bay 12, 2 Locomotive Street, Everleigh NSW 2015 Masters Installation Pty Limited 149 500 158 1 Woolworths Way, Bella Vista NSW 2153 Nalos Pty Ltd 002 946 821 1 Woolworths Way, Bella Vista NSW 2153 New Zealand Wine Cellars Limited 403875 80 Favona Road, Mangere, Auckland NZ Nine Mile Holdings Limited 1435522 Vistra Corporate Services, Wickhams Cay II, Road Town, Tortola BVI Oxygen Nominees Pty.