Change in substantial holding from CGF

For personal use only

Sydney

Level 2, 5 Martin Place

Sydney NSW 2000 Australia

GPO Box 3698

Sydney NSW 2001

www.challenger.com.au

Telephone [phone]

Facsimile 02 9994 7777

10 November 2021

The Manager

Company Announcements Office

ASX Limited

20 Bridge Street

SYDNEY NSW 2000

By electronic lodgement

Dear Sir/Madam

Re: Notice of change of interests of substantial holder - Hipages Group Holdings Ltd (HPG)

We attach a notice of change of interests of substantial holder in Hipages Group Holdings Ltd. This notice is given by Challenger Limited and each of its associated entities named in Annexure 2 to this notice.

Yours faithfully

Linda Matthews

Company Secretary

Melbourne Level 19, 31 Queen Street PO Box 297, Flinders Lane, Melbourne VIC 3000 Telephone [phone] Facsimile 02 9994 7777 Brisbane Level 6, 215 Adelaide Street, Brisbane QLD 4000 Telephone [phone] Facsimile 07 3136 5407

Perth Level 26, 140 St Georges Terrace, Perth WA 6000 Telephone [phone] Adelaide Level 7, Suite 714, 147 Pirie Street, Adelaide SA 5000 Telephone [phone]

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

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

only

ToCompany Name/Scheme

Hipages Group Holdings Ltd

ACN/ARSN

644 430 839

1. Details of substantial holder(1)

Name

Challenger Limited (and its entities listed in Annexure 2)

ACN/ARSN (if applicable)

106 842 371

There was a change in the interests of the substantial holder on

08/11/2021

The previous notice was given to the company on

02/09/2021

use

The previous notice was dated

02/09/2021

2. Previous and present 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 when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Classof securities (4)

Previous notice

Present notice

Person's votes

Voting power (5)

Person's votes

Voting power (5)

Ordinary Fully Paid

7,909,443

6.08%

9,237,767

7.10%

3. Changes in relevant interests

personal

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:

Challenger Limited

Date of change

Person whose relevant

Nature of change (6)

Consideration given in

Class and number of

Person's votes

interest changed

relation to change (7)

securities affected

affected

Refer

Challenger Limited

Refer

Refer

Refer

Refer

Annexure 1

(and its entities

Annexure 1

Annexure 1

Annexure 1

Annexure 1

listed in Annexure

2)

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant

Registered holder of

Person entitled to be

Nature of relevant interest (6)

Class and number of

Person's votes

interest

securities

registered as holder

securities

(8)

Challenger Limited (and

UBS Nominees Pty

UBS Nominees

Ordinary Fully Paid

484,223 (Ordinary

484,223

its entities listed in

Limited

Pty Limited

securities purchased

Fully Paid)

Annexure 2)

and sold on market by

For

(and its entities listed

in Annexure 2) and

obtains a relevant

interest by virtue of

section 608(3) of the

Corporations Act 2001

(Cth).

Challenger Limited (and

BNP Paribas

BNP Paribas

As above

1,505,733

1,505,733

its entities listed in

Nominees Pty

Nominees Pty

(Ordinary Fully

Annexure 2)

Limited

Limited

Paid)

Challenger Limited (and

J. P. Morgan

J. P. Morgan

As above

208,104 (Ordinary

208,104

its entities listed in

Nominees

Nominees

Fully Paid)

Annexure 2)

Australia Pty

Australia Pty

Limited

Limited

For personal use only

Challenger Limited (and	Citicorp Nominees	Citicorp	As above	2,202,004	2,202,004
its entities listed in	Pty Limited	Nominees Pty		(Ordinary Fully
Annexure 2)		Limited		Paid)
Challenger Limited (and	HSBC Custody	HSBC Custody	As above	2,886,049	2,886,049
its entities listed in	Nominees	Nominees		(Ordinary Fully
Annexure 2)	(Australia) Limited	(Australia)		Paid)
		Limited
Challenger Limited (and	National Nominees	National	As above	1,951,654	1,951,654
its entities listed in	Limited	Nominees		(Ordinary Fully
Annexure 2)		Limited		Paid)

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) 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
6. Addresses
The addresses of persons named in this form are as follows:
Name	Address
Challenger Limited (and its entities	Level 2, 5 Martin Place, Sydney NSW 2000
listed in Annexure 2)

Signature

print name	Linda Matthews	Capacity	Company Secretary
sign here		date	10/11/2021

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 6 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 person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
6. Include details of:

1. 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
2. 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.

1. 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.
2. 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".
3. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Annexure 1 consists of 2 page/s and is referred to in Form 604 signed by me and dated 10/11/2021

only				Linda Matthews
		Company Secretary of Challenger Limited
	Transactions:
	Company
	Name/Scheme:	Hipages Group Holdings Ltd (HPG)
	As at:		08/11/2021
	Class of security:	Ordinary Fully Paid
				Holder of relevant			Number of	Person's Votes
		Date of Change	interest	Nature of Change	Consideration	Securities	Affected
				Challenger Limited (and its
				entities listed in Annexure			9,702
			01/09/2021	2)	Buy	34,999	9,702
			01/09/2021	As above	Buy	29,555	8,193	8,193
			01/09/2021	As above	Buy	37,925	10,513	10,513
use		02/09/2021	As above	Buy	67,666	18,401	18,401
			02/09/2021	As above	Buy	57,145	15,540	15,540
			02/09/2021	As above	Buy	73,333	19,942	19,942
			03/09/2021	As above	Buy	53,661	14,134	14,134
personal		10/09/2021	As above	Buy	401,699	96,795	96,795
			03/09/2021	As above	Buy	45,316	11,936	11,936
			03/09/2021	As above	Buy	58,153	15,317	15,317
			06/09/2021	As above	Buy	69,060	18,416	18,416
			06/09/2021	As above	Buy	113,711	29,062	29,062
			06/09/2021	As above	Buy	58,474	15,593	15,593
			06/09/2021	As above	Buy	96,029	24,543	24,543
			06/09/2021	As above	Buy	80,741	21,531	21,531
			06/09/2021	As above	Buy	36,870	9,401	9,401
			06/09/2021	As above	Buy	123,230	31,495	31,495
			07/09/2021	As above	Buy	68,359	16,850	16,850
			07/09/2021	As above	Buy	131,440	32,860	32,860
			07/09/2021	As above	Buy	57,726	14,229	14,229
			07/09/2021	As above	Buy	112,404	28,101	28,101
			07/09/2021	As above	Buy	74,079	18,260	18,260
			07/09/2021	As above	Buy	34,017	8,385	8,385
			07/09/2021	As above	Buy	156,156	39,039	39,039
			09/09/2021	As above	Sell	84,678	‐21,103	21,103
			10/09/2021	As above	Buy	343,724	82,825	82,825
For		10/09/2021	As above	Buy	488,011	117,593	117,593
			14/09/2021	As above	Sell	100,978	‐26,525	26,525
			14/09/2021	As above	Buy	574,500	150,000	150,000
			15/09/2021	As above	Buy	14,310	3,717	3,717
			16/09/2021	As above	Buy	311,164	78,373	78,373
			27/09/2021	As above	Buy	6,446	1,771	1,771
			28/09/2021	As above	Buy	29,339	8,068	8,068
			29/09/2021	As above	Buy	101,978	28,077	28,077
			30/09/2021	As above	Buy	26,138	7,246	7,246
			01/10/2021	As above	Buy	22,300	6,310	6,310
			05/10/2021	As above	Buy	99,950	28,500	28,500
			19/10/2021	As above	Buy	162,337	43,082	43,082
			25/10/2021	As above	Buy	75,746	21,041	21,041

Page 1 of 2

Holder of relevant

interest

For personal use only

Date of Change

25/10/2021 As above

26/10/2021 As above

26/10/2021 As above

27/10/2021 As above

27/10/2021 As above

29/10/2021 As above

29/10/2021 As above

29/10/2021 As above

08/11/2021 As above

08/11/2021 As above

		Number of	Person's Votes
Nature of Change	Consideration	Securities	Affected
Buy	155,282	43,135	43,135
Buy	16,381	4,565	4,565
Buy	33,584	9,359	9,359
Buy	26,366	7,180	7,180
Buy	54,053	14,720	14,720
Buy	124,591	32,787	32,787
Buy	143,092	37,894	37,894
Buy	255,409	67,213	67,213
Buy	68,907	17,789	17,789
Buy	141,266	36,469	36,469
	Total Number of Securities	1,328,324

Page 2 of 2