Macquarie Contracts for Difference

Macquarie Contracts for Difference

1 Macquarie Contracts for Difference Product Disclosure Statement 15 JUNE 2015 Macquarie Bank Limited. ABN 46 008 583 542. Australian Financial Services Licence No. 237502.

2 This PDS This product disclosure statement (‘PDS’) is dated 15 June 2015 and has been prepared by Macquarie Bank Limited (ABN 46 008 583 542, AFSL number 237502) (‘Macquarie’, ‘we’ or ‘us’). This PDS (including the Updated Information defined in ‘Currency of information’ below) and the Application Form contain the only terms on which retail clients in Australia will be invited to apply for Contracts for Difference (‘CFDs’).

To the extent permitted by law, we accept no liability whatsoever for any loss or damage arising from you relying on any other information when investing. Under this PDS, Macquarie invites you to apply to trade CFDs issued by Macquarie.

Your liability Your potential liability under the Macquarie Prime Facility is not limited to the balance deposited in your Prime Account or the value of Financial Instruments held through the Macquarie Prime Facility and we may ask you to pay amounts in excess of these amounts to cover any outstanding monies, especially where you have a short position in relation to a share or are leveraged (eg have a Loan Facility or hold CFDs). You should read all of this PDS and any other Transaction Document to which you are a party carefully and seek professional legal, taxation and financial advice to determine whether any given investment in, or held through, the Macquarie Prime Facility is appropriate for you.

Offers made in Australia This offer is open to persons receiving this PDS, whether in paper or electronic form, in Australia. This PDS is not an offer or invitation in any place outside Australia where, or to any person to whom, it would be unlawful to make such an offer or invitation. The distribution of this PDS (electronically or otherwise) in any jurisdiction outside Australia may be restricted by law and persons outside Australia who come into possession of this PDS should seek advice on, and observe, any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable law.

Currency of information This PDS is current as at its date (see ‘This PDS’ above). Macquarie may vary this PDS by issuing a supplementary PDS. Where information changes that is not materially adverse to investors, Macquarie may update the information by posting a notice online at the Prime Website. You may access this information at any time. Alternatively, you can call the Prime Client Service Team on 1800 187 434. Macquarie will provide, on request and without charge, a paper copy of any updates that are posted to the Prime Website or any supplementary PDS (‘Updated Information’) to investors.

Representations This PDS has been prepared and issued by Macquarie. Potential investors should only rely on information in this PDS. No person, including any distributor of this PDS, is authorised to give any information, or to make any representation, in connection with our invitation to apply to trade CFDs that is not contained in this PDS. Any information or representation not in this PDS must not be relied on as having been authorised by Macquarie.

Nothing in this PDS is an express or implied endorsement by Macquarie of an investment in or through the Macquarie Prime Facility or the shares of any Listed Entity. Electronic copies This PDS is available from us online at the Prime Website. Any person receiving this PDS electronically should note that applications can only be accepted if Macquarie receives a completed Application Form which was accompanied by the electronic copy of this PDS. Glossary At the end of this PDS is a Glossary in which various words and phrases used in this PDS are defined. If you do not understand a word or phrase, you should refer to the Glossary.

Capitalised words that are used in this PDS have the meaning given to those words in the Glossary, unless the context requires otherwise.

Unless stated otherwise: (i) all dollar amounts in this PDS are quoted in Australian dollars; and (ii) all references to time are to time in Sydney. Further advice recommendation An investment in a Macquarie Prime Facility, including in CFDs, involves financial and other risks. Before making an investment in a Macquarie Prime Facility, you should:
  • carefully read all of this PDS;
  • seek professional legal, taxation and financial advice to determine whether an investment in, or held through, the Macquarie Prime Facility is appropriate for you; and
  • carefully consider the potential benefits and the risks involved in investing in the Macquarie Prime Facility. As well as considering the risks, you should also consider how any investment in, or held through, the Macquarie Prime Facility fits into your overall investment portfolio. By diversifying your investment portfolio, you can reduce your exposure to failure or underperformance of any one investment, counterparty or asset class.

1 Contents At a Glance 2 ASIC Disclosure Benchmarks 9 Section 1 Investment Overview 13 Section 2 Details of CFD Trading 15 Section 3 Cashflows and Margin 22 Section 4 Fees and Other Costs 25 Section 5 Worked Examples 27 Section 6 Significant Risks You Should Consider 32 Section 7 Taxation for Australian Residents 39 Section 8 Additional Information 41 Section 9 About the Issuer – Macquarie Bank Limited 43 Section 10 How to Apply 44 Section 11 Terms and Conditions 45 Section 12 Glossary 56 Section 13 Interpretation 62

2 At a Glance This Section of the PDS contains the highlights and key features of CFDs.

To find information on the topics listed below, see the Section number listed or document described where applicable. These ‘Highlights’ indicate the kind of information you can find in this PDS, but are not intended to be a complete summary. You should read all of this PDS carefully and seek professional legal, taxation, and financial advice to determine whether an investment in CFDs is appropriate for you. Is a CFD suitable for you?

CFDs are complex and potentially highly geared products that are only suitable for experienced and sophisticated traders that are able to constantly monitor their Positions. You should ensure that you have considered whether or not a CFD is suitable for you. In particular, you should consider whether:
  • you have sufficient liquid assets to be able to post Margin on very short notice;
  • you are an experienced share trader who is familiar with the share market;
  • you have the ability to tolerate a high level of risk; and
  • you are confident in your own investment ability and fully understand the way CFDs work, as well as the risks involved in using CFDs.

You should also understand that your potential losses on a CFD can be substantial, and in the case of a Short CFD, your potential losses can be unlimited. Topic Highlights More Information Who is the issuer of this PDS and the CFDs? This PDS and the CFDs are issued by Macquarie Bank Limited (‘Macquarie’). Macquarie’s contact details are set out on the back cover of this PDS. Section 9: About the Issuer – Macquarie Bank Limited. What is offered? You are invited to apply to trade in CFDs with Macquarie by giving Orders, including GSL Orders, on the terms outlined in this PDS, using your Prime Facility.

Section 2: Details of CFD Trading. Section 11: Terms and Conditions. What is a CFD? A contract for difference, or CFD, is a derivative which allows you to make a profit or loss from fluctuations in the price of an underlying ASX-listed security, referred to as a Reference Security, without actually owning that security. The amount of any profit or loss made on a CFD will be equal to the difference between the price of the Reference Security when the CFD is opened, and the price of the Reference Security when the CFD is closed, multiplied by the number of Reference Securities to which the CFD relates (the ‘CFD Quantity’).

Any profit or loss made will also be affected by certain other payments required to be made under the terms of the CFDs, including fees and payments relating to dividends declared in relation to the underlying Reference Security and interest. Profit or loss will also be affected by any payments you direct us to make to your adviser on your behalf. A CFD is designed for experienced traders.

Section 2: Details of CFD Trading. Section 11: Condition 4 of the Terms and Conditions.

3 Topic Highlights More Information What are ‘Long CFD’ and ‘Short CFD’ positions? You can enter into a ‘Long CFD’ or a ‘Short CFD’. If you hold a Long CFD, you have the potential to profit from a rise in the price of the Reference Security. A Long CFD is similar to borrowing funds from Macquarie to buy Reference Securities, and posting an amount of cash as security for this position. In this situation, you are identified as the ‘Long Party’, being the party who has notionally purchased the Reference Securities and Macquarie is identified as the ‘Short Party’.

Where you are the Long Party, you may make a profit if the Reference Price rises while your CFD is open. Conversely, you will generally make a loss if the Reference Price falls while your CFD is open.

If you hold a Short CFD, you have the potential to profit from a fall in the price of the Reference Security. A Short CFD is similar to borrowing the Reference Securities from Macquarie, selling them on the market with a view to re-purchasing them at a future date, and in the meantime investing the proceeds of the initial sale in a bank account, with a proportion of these proceeds being held as security for this position. In this situation, you are identified as the ‘Short Party’, being the party who has notionally sold the Reference Security and Macquarie is the ‘Long Party’. Where you are the Short Party, you may make a profit if the Reference Price falls while your CFD is open.

Conversely, you will generally make a loss if the Reference Price rises while your CFD is open.

Although a CFD replicates the buying and selling of Reference Securities, you do not actually acquire or deliver the Reference Securities and you have no shareholder rights with respect to the Reference Securities, such as voting rights. Section 2: Details of CFD Trading. Section 11: Condition 4 of the Terms and Conditions.

4 Topic Highlights More Information What are the significant risks of investing in CFDs? Significant risks include:
  • An adverse movement in the value of the Reference Securities: The value of the Reference Securities, which in turn affect the value of your CFD, may go up or down by a material amount, even over a short period of time. Since July 2007, equity markets have generally become more volatile; indeed, over this period, volatility in some markets has been at very high levels. Investing in such highly volatile conditions implies a greater level of risk for investors than an investment in a more stable market. You should carefully consider this additional volatility risk before making any investment.
  • You are responsible for selecting Financial Instruments for any Position that you enter into and as such the performance of that Position will mainly depend on your own investment decisions.
  • Gearing: CFDs are speculative and can be highly geared. They carry a significantly higher level of risk than non-geared assets (eg shares). You should not invest in CFDs unless you are experienced in equity derivatives and understand and are comfortable with the risks of investing in CFDs (including the risks associated with gearing).
  • Unlimited loss: Your potential loss on entering into Short CFDs may be unlimited.
  • You may lose more money than the amount in your Prime Account: Your potential losses on a CFD can be substantial and may the amount of Margin that is designated to support a CFD and even the total funds in your Prime Account.
  • Counterparty risk: The risk that Macquarie will not meet its obligations under the CFD. There are other significant risks associated with investing in CFDs. You should read Section 6 of this PDS before you apply to trade CFDs. Section 6: Significant Risks You Should Consider. How do I trade CFDs?

Trading’ a CFD involves entering into, or Closing-out, a derivative contract with Macquarie. While CFD prices are referable to Reference Securities that trade on the ASX, there is no secondary market in Macquarie CFDs themselves and you cannot transfer them to another party. We use the phrase ‘trade CFDs’ in this PDS for simplicity’s sake, and are referring only to the Opening, altering and Closing-out of a CFD. Your CFD trading will be conducted via the Macquarie Trading Platform. As such, you will need to have the use of a computer with internet access. See Part 4 of the Prime Client Agreement for information regarding the Trading Platform.

Please note that CFDs are traded subject to the terms of this PDS rather than the Prime Trading Terms contained in the Prime Client Agreement. Section 11: Terms and Conditions. Part 4 of the Prime Client Agreement. What Margin is required? Each Open CFD and most Orders placed by you require the posting of an amount of cash as security (or ‘Margin’). You will need to ensure that this Margin amount is covered by the funds in your Prime Account prior to placing your Order. Section 3.1: Margin. Section 11: Condition 6 of the Terms and Conditions.

5 Topic Highlights More Information What are ‘Mark-ToMarket Payments’? Mark-To-Market Payments are payments required to be made by you to Macquarie or vice versa depending on how the Reference Price moves.

Mark-To-Market Payments reflect the loss or profit with respect to the CFD, which would be realised if the CFD were Closed-out immediately. If the Reference Price increases while the CFD is open, the Short Party must pay the amount of the corresponding increase in the CFD Face Value to the Long Party. Conversely, if the Reference Price decreases while the CFD is open, the Long Party must pay the amount of the corresponding decrease in the CFD Face Value to the Short Party.

Mark-To-Market Payments are either deducted from, or credited to, your Prime Account and are paid each Business Day. You will need to ensure that the Available Funds in your Prime Account are sufficient to meet your required Mark-To-Market Payments at all times, not just at the relevant Closing Time. The deduction of Mark-To-Market Payments from your Prime Account may affect your ability to meet your Margin Obligations. A failure to maintain sufficient funds in your Prime Account to meet Margin Obligations can lead to a Close-out of your Positions.

Section 3.2.1: Mark-To-Market Payments. Section 11: Condition 4.2 of the Terms and Conditions. Involuntary Close-out Macquarie may Close-out your Positions, including your Open CFDs, and cancel your Orders in a number of circumstances, including where you have insufficient funds in your Prime Account to meet your obligations to provide Margin for any of your Transactions or where you exceed your Risk Limit. This may cause you financial loss. In some cases this may occur without you receiving any prior notice from Macquarie; for example, in the case of a sudden and dramatic adverse movement of the value of the Reference Securities. In particular:
  • In the case of Short CFDs, it is important to realise that Macquarie has the right to Close-out Short CFDs at any time without prior notice to you even if you are meeting your Margin Obligations and have not exceeded your Risk Limit.
  • Where you breach a Margin Obligation and there is a shortfall in your Margin Obligations that is equal to or greater than 50% of the aggregate of all your Margin Obligations (ie where the amount that is required to comply with the Margin Obligations is equal to or greater than 50% of those Margin Obligations), Macquarie may immediately commence Closing-out any or all of your Positions and/or cancel your Orders to rectify the breach. This can also occur where you exceed your Risk Limit by more than 5% or where the breach of your Risk Limit occurs as a result of the expiry of a Guaranteed Stop-Loss Order (however, in the case of expiry of a Guaranteed Stop-Loss Order, the Close-out is limited to the Position to which the Guaranteed Stop-Loss Order applies).
  • Further, even if the shortfall in your Margin Obligations is below 50% of the aggregate of all your Margin Obligations, or if you exceed your Risk Limit by less than 5%, you must act immediately, as Macquarie may Close-out your Open Positions and/or cancel your Orders if you have not rectified the breach by 2pm on the next Business Day after the day on which Macquarie gave you notice of the breach. Notwithstanding the provision of this notice, Macquarie still has the right to Close-out your Positions in certain circumstances, before the 2pm deadline, for example where there is a further fall in the value of your Positions and the shortfall in your Margin Obligation is greater than 50% of the aggregate of all your Margin Obligations.

Section 11: Condition 7 of the Terms and Conditions

6 Topic Highlights More Information A Close-out of your Positions may result in financial loss. It is important that you monitor at all times the level of funds in your Prime Account, as well as your total Margin and Utilised Risk Limit, and make additional deposits to your Prime Account when necessary to meet your Margin Obligations and any other payment obligations you have under your Prime Facility and to avoid exceeding your Risk Limit. Additionally, the Positions that are Closed-out may be unrelated to the Margin Obligation in respect of which the breach occurred (for example, Macquarie may Close-out your CFDs in order to rectify a breach of your obligations to provide Margin in respect of your Loan Facility).

Macquarie’s rights to Close-out Positions under the Transaction Documents are held solely for the purpose of securing your obligations to Macquarie. Macquarie may choose not to Close-out your Positions and you cannot rely on Macquarie’s ability to Closeout as a way to limit your exposure to further loss. Macquarie’s Close-out rights are an important factor in how Macquarie calculates the Margin Rates that it offers to Investors. Do I receive dividends on CFDs? If you hold an Open Long CFD at the close of business on the day prior to the ex-dividend date of the underlying Reference Security, you will receive an amount equal to the ordinary cash dividend on that Reference Security, excluding any franking credits.

If you hold an Open Short CFD on the close of business on the day prior to the ex-dividend date, you must pay an amount equal to the ordinary cash dividend to Macquarie. In limited circumstances, you may also be required to pay the value of any franking credits applicable to the dividend. Section 3.2.2: Dividends. Section 11: Condition 4.3 of the Terms and Conditions. Do I pay or receive interest? If you hold an Open Long CFD overnight, you will be charged interest on the CFD Face Value of that Open position. Conversely, if you hold an Open Short CFD overnight, you will receive interest on the CFD Face Value of that Open position.

This interest is calculated and payable on each Business Day and is paid to (or debited from) your Prime Account.

If you fail to pay when due any amount payable, interest on the overdue amount may be payable and will be calculated at the Default Interest Rate. Section 3.2.3: Interest paid and received on Open CFDs. Section 3.2.4: Default Interest. Section 11: Condition 5 of the Terms and Conditions.

7 Topic Highlights More Information What are the interest rates? The applicable interest rates are equal to the Benchmark Rate plus or minus a margin. The Benchmark Rate is the interbank overnight cash rate published by the Reserve Bank of Australia from time to time. The rate of interest you must pay Macquarie in the event you hold an Open Long CFD overnight (‘Long Position Funding Rate’) is the Benchmark Rate plus up to a maximum of 6.00%pa.

The rate of interest Macquarie must pay you if you hold an Open Short CFD overnight (‘Short Position Funding Rate’) is the Benchmark Rate minus up to a maximum of 6.00%pa. No interest will be payable by either party if the Short Position Funding Rate is negative.

You may also be liable to pay Default Interest if you fail to pay any amount payable when due as provided under the General Conditions contained in the Prime Client Agreement. Standard interest rates are published on the Prime Website and are subject to change at Macquarie’s discretion. The interest rate that you pay may also differ if you have directed us to pay your adviser a service fee calculated as a proportion of, and debited with, the interest that you pay. Section 3.2.3: Interest paid and received on Open CFDs.

Section 3.2.4: Default Interest. Section 11: Condition 5 of the Terms and Conditions.

Part 6 of the Prime Client Agreement. What fees and other costs are payable? In addition to any fees and charges payable by you under other Transaction Documents, including the Prime Client Agreement: Trading Fee: You will be charged a Trading Fee each time you trade a CFD, payable in two instalments: the first on the Opening, and the second on the Close-out of the CFD. Each instalment of this fee will be equal to the greater of: (a) the CFD Face Value on the Opening or Close-out of the CFD multiplied by the Trading Fee Rate applicable at that time (the Trading Fee Rate will not be greater than 2.00%); and (b) the minimum amount specified or agreed by Macquarie applicable at that time (that amount will not be greater than $200).

The minimum amount and the Trading Fee Rate may vary depending on what method you use to place your Order (eg whether by phone or via the Trading Platform) and whether or not you have an adviser and have directed us to pay your adviser for services your adviser provides to you. GSL Premium (GSLs only): Where you have Guaranteed Stop-Loss protection over a CFD, you will be charged a GSL Premium. The GSL Premium will be quoted to you at the time you place your GSL Order and is payable immediately if the GSL Order is accepted.

Adviser payments: You may direct us to pay your adviser service fees calculated as a proportion of the following fees relating to your CFDs: (a) Trading Fees charged to you; and (b) interest on your Open long CFDs.

Your adviser should disclose benefits they receive to you. Please refer to Section 4.4 for more information. You will need to ensure that the Available Funds in your Prime Account are sufficient to meet all required fees and payments when due (including amounts payable to your adviser). Failure to maintain sufficient funds in your Prime Account may result in the closure of some or all of your Positions and/ or your Facility (at the sole discretion of Macquarie). Section 4: Fees and Other Costs. Section 11: Conditions 4.4, 4.5, 4.6, 4.7 and 4.8 of the Terms and Conditions.

8 Topic Highlights More Information How do I Close-out a CFD? You may place an Order requesting the Close-out of an Open CFD at any time. Please note that, like an Order to open a CFD, an Order to Close-out a CFD may be rejected by Macquarie. Section 2.4: How do I Close-out a CFD? Section 11: Condition 7 of the Terms and Conditions. What are the taxation consequences of investing in CFDs? The taxation consequences of trading CFDs depend on your personal circumstances and you should obtain independent professional taxation advice. Macquarie does not provide taxation advice. Section 7: Taxation Considerations.

How can I obtain further information? For more information, please contact us by: Telephone: 1800 187 434 Email: prime@macquarie.com.au Internet: macquarie.com.au/prime Alternatively, you can speak to your financial adviser. How do I apply to trade CFDs?

You can apply online at the Prime Website: macquarie.com.au/prime. You must ensure that you have read and fully understood this PDS before applying to trade CFDs in your Prime Facility. Section 10: How to Apply. What do I need to read and agree to so that I can trade CFDs? To trade in Macquarie CFDs, you must open a Macquarie Prime Facility and a Macquarie Prime Account. The Macquarie Prime Facility is an online investment platform that allows you to buy and sell financial products, including Macquarie CFDs. You must maintain a Macquarie Prime Account in order to provide cash to be blocked as Margin and otherwise to support your payment obligations in respect of your CFDs and Orders.

You need to apply under the separate Macquarie Prime Account PDS and Prime Client Agreement to open a Macquarie Prime Facility. The terms of the Macquarie Prime Account are set out in the Macquarie Prime Account PDS. The terms of the Macquarie Trading Platform are set out in the Prime Client Agreement. The Macquarie Prime Account PDS and Prime Client Agreement are available on the Prime Website: macquarie.com.au/prime. You should note that your trading of CFDs and your Prime Facility are interrelated. Your rights and obligations relating to the Macquarie Prime Facility will be affected by your rights and obligations under your CFDs.

Macquarie Prime Account PDS and Prime Client Agreement.

9 ASIC Disclosure Benchmarks ASIC has developed a series of disclosure benchmarks for CFDs to assist investors in understanding some of the risks associated with CFDs and to decide whether investments in CFDs are suitable for the investor. The disclosure benchmarks should be read in conjunction with the other disclosures contained in this PDS, and in particular with Section 6 of this PDS which sets out the significant risks you should consider before applying for or investing in CFDs. Topic Highlights More Information Investor qualification: What type of investors are CFDs appropriate for? CFDs are complex and potentially highly geared products that are only suitable for experienced and sophisticated traders that are able to constantly monitor their Positions.

Before allowing you to trade CFDs with Macquarie, Macquarie will require you to answer a series of questions to assess your qualification to trade CFDs, the market in which CFDs operate, and the key risks associated with CFDs. In addition, where you apply for a Risk Limit Macquarie will carry out a credit assessment of you. If you do not meet the qualification criteria set by Macquarie under the qualification questions or under the credit assessment, Macquarie may not issue the CFD product to you. During the application process Macquarie also requires you to make a self assessment of your suitability to trade and invest in CFDs and make certain representations to Macquarie about your understanding of the key risks associated with trading and investing in CFDs.

Therefore it is important that you carefully consider all the risks associated with trading CFDs, your experience in trading complex derivative products, and appetite for risk, prior to applying for a CFD trading facility. Section 6: Significant risks you should consider Opening Margin What assets will Macquarie accept in order for you to open a CFD Position? To open a CFD Position Macquarie requires you to post Margin. Macquarie usually requires this Margin to be in the form of cash held in your Macquarie Prime Account.

The Macquarie Prime Facility makes the necessary calculations for your Margin Obligations on a facility level, across all of the products you hold through the Prime Facility.

Consequently, where you have an optional Loan Facility, Loan Approved Financial Instruments transferred into your Prime Facility may be treated as a cash equivalent, which you can then use as Margin to open a CFD Position. If you are in breach of your Margin Obligation, Macquarie may Close-out positions that are unrelated to the Margin Obligation in respect of which the breach occurred, including Shares where you have an optional Loan Facility. If you borrow money outside of the Macquarie Prime Facility to buy shares (for example by drawing down on a mortgage or by using a credit card) and use these shares to fund your CFD Margin, then you are ‘double gearing’.

Double gearing carries a significantly higher risk than if you fund your CFD positions with cash.

Section 6: Significant Risks You Should Consider Section 8 of the Macquarie Prime Account PDS Section 5 of the Loan Facility PDS

10 Topic Highlights More Information Counterparty risk – financial resources The issuer of the Macquarie CFD facility is Macquarie Bank Limited, a diversified financial institution. Performance by Macquarie Bank Limited of its obligations to CFD holders is dependent on how it manages its risks across a range of products and services, and not just in relation to its CFD business. Capital held by Macquarie Bank Limited is held in amounts designed to ensure it has sufficient funds to absorb potential losses and to meet all its obligations.

Macquarie Bank Limited is well capitalised and holds a buffer against market volatility.

Macquarie Bank Limited is an Authorised Deposit-taking Institution regulated by the Australian Prudential Regulation Authority (APRA). As an APRA regulated entity, Macquarie Bank Limited is required to hold capital in accordance with APRA’s capital adequacy requirements and to comply with APRA’s prudential standards. In complying with these requirements, Macquarie Bank Limited also meets the financial resources requirements of its Australian Financial Services Licence. Macquarie’s risk management approach is based on examining the consequences of worst case outcomes and determining whether these are acceptable.

This approach is adopted for all material risk types and is often achieved by stress testing. In particular, Macquarie’s market risk framework is based primarily on the application of stress tests, rather than statistical models.

Information relating to the Macquarie Group Structure and the Macquarie Group’s risk management framework can be found in the Macquarie Group Annual Report available at macquarie.com.au/investorrelations. Macquarie will provide a copy, free of charge, of its most recent publicly available financial reports and interim reports to any person who requests such copies by contacting Macquarie (see the Directory for details). Section 9: About the Issuer – Macquarie Bank Limited Counterparty risk – hedging How does Macquarie manage its exposure to market risk and how does this impact your CFD Positions? Macquarie operates a ‘direct market access’ model for CFDs.

This means that when you place an Order in relation to a Reference Security, it is Macquarie’s policy to place a corresponding order to purchase or sell that Reference Security to hedge its market risk.

All hedging of Macquarie CFD Positions uses a Macquarie Group entity as broker and all transactions are entered into in the name of Macquarie Bank Limited. Accordingly, all hedge positions are held on balance sheet by Macquarie Bank Limited without any ongoing reliance with any other hedging counterparties. Except for the money held in your Prime Account, Macquarie’s obligations in respect of a CFD are not deposit liabilities of Macquarie, and they are not guaranteed by any party. They are unsecured contractual obligations of Macquarie, which will rank equally with Macquarie’s other unsecured contractual obligations and with its unsecured debt other than liabilities mandatorily preferred by law.

In this regard, the Banking Act 1959 provides that, in the event of Macquarie becoming unable to meet its obligations, the assets of Macquarie shall be available to meet its liabilities in relation to deposits and other protected accounts and certain costs of the Australian Prudential Regulation Authority relating to those accounts in priority to all other liabilities of Macquarie, including the obligations of Macquarie under any CFDs. You must make your own assessment of our ability to perform our obligations. A description of Macquarie is set out in Section 9 to assist you in making this assessment.

Section 2.7: Macquarie operates a ‘Direct Market Access’ model for CFDs. What does this mean? Section 6.8A: Settlement Failure Section 6.10: Our obligations

11 Topic Highlights More Information Client money How does Macquarie treat the money you deposit as Margin? The Macquarie Prime Account is a bank account with Macquarie Bank Limited, and all funds held in this account are held in your name and as deposit liabilities with Macquarie Bank Limited. These funds may be covered by the Australian Government Guarantee. All Margin held by Macquarie to secure your CFD Positions is held as Blocked Funds in your Macquarie Prime Account.

The monies held in your Macquarie Prime Account are not used by Macquarie to hedge its obligations to you under the CFD and are not used by Macquarie to meet the margin requirements of any other client. The Margin held in your Macquarie Prime Account is used solely to secure your obligations to Macquarie.

For more on how the Macquarie Prime Account operates and the risks you face in depositing money into that account, please read the Macquarie Prime Account PDS. Section 2.2: How will my Macquarie Prime Account be affected by my trading in CFDs? Section 3: Cashflows and Margin Section 8.2.6 of the Macquarie Prime Account PDS Suspended or halted Reference Securities How does a trading halt or suspension of a Reference Security affect your CFD Positions? Macquarie will not accept a CFD Order to open a new CFD Position if trading in the Reference Security has been suspended, halted or delisted.

An ASX-listed security may be placed in a trading halt in circumstances that include the existence of price sensitive information (including a takeover bid) relating to that security. Additionally, a security may be suspended or delisted in circumstances including a failure by the Listed Entity to abide by the ASX listing requirements.

Orders in relation to suspended or delisted securities are generally removed from ITS (a process described as ‘purging’). Macquarie may cancel your CFD Order if it has not been completed before the Reference Security becomes subject to a trading halt, suspension or delisting. In certain circumstances, including where trading on ASX has been disrupted or impaired, where the market for a Reference Security is illiquid or limited, or where trading in the Reference Security is subject to a suspension or delisting (known as a Market Disruption event) Macquarie may adjust the Reference Price of the Reference Security, this includes determining that the References Price is less than the last traded price, and potentially zero.

Macquarie may also adjust the Reference Price when a Potential Adjustment Event occurs, including as a result of a distribution, consolidation or cancellation of the Reference Security.

Macquarie may also adjust the Margin Rate applicable to your CFD Positions. Adjustments to the Reference Price of a Reference Security, or an adjustment to the Margin Rate may have several consequences, including triggering a Guaranteed Stop Loss, or allowing Macquarie to Involuntarily Close-out and terminate your CFD Positions. Section 2.7: Macquarie operates a ‘Direct Market Access’ model for CFDs. What does this mean? Section 2.8: How are Reference Prices Determined? Section 2.9: What is a Market Disruption Event? Section 2.10: How do Market Disruption Events affect GSLs when they expire? Section 2.11: How do Potential Adjustment Events affect CFDs? Section 3.1: Margin

12 Topic Highlights More Information Breach of Margin Obligation What happens if you are in breach of your Margin Obligation? Providing Margin to secure your CFD Positions is an ongoing obligation. You may trigger a breach of your Margin Obligation if the value of your Reference Security changes or where Macquarie changes the Margin Rate of the Reference Security. The Macquarie Prime Platform operates in real time and continuously calculates your total Margin Obligation across each of the products you hold through your Prime Facility. Consequently the amount of Margin may change from time to time and even second to second.

The amount of Margin we require you to hold at any time will be published on the Macquarie Trading Platform.

In most cases, Macquarie will notify you when you are in breach of your Margin Obligations and need to provide additional monies. We will notify you via the Macquarie Trading Platform and we may send an email to your designated email address. Consequently, you must constantly monitor your Positions and always be available to receive any notification that you are in breach of your Margin Obligation. In some situations, we are able to Close-out your CFDs to rectify your breach of a Margin Obligation prior to notifying you of the breach. This can arise when the movement in the value of the Reference Security is large enough to put you into breach of your Margin Obligation.

As a result, it is critical for you to monitor your Positions and ensure you have sufficient Available Funds at all times to meet any changes in your Margin Obligations, including your CFD Margin. Section 6.7 of this PDS outlines the circumstances in which Macquarie may Close-out your Positions and/or cancel your Orders. You must carefully review and understand your ongoing obligation to provide Margin, and the circumstances in which Macquarie may take action, including Closing-out your Positions and/or cancelling your orders.

Trading in CFDs involves the risk of losing substantially more than the initial investment, and small movements in the price of a Reference Security may lead to a large change in the value of your CFD Position.

Section 3: Cashflows and Margin Section 6.7: Involuntary Close-out and termination Section 6: Significant Risk You Should Consider

13 Investment Overview This PDS contains important terms and conditions for you to consider. Before completing the Application Form, you should read and ensure you understand this entire PDS. In particular, you should note the risks outlined in Section 6 of this PDS. The following is only a brief description of some of the key benefits and significant risks involved in investing in CFDs. 1.1 What are the key features and benefits of Contracts for Difference? Leverage / gearing: gain access to larger amounts of trading capital CFDs offer a potentially large amount of gearing. You are able to outlay a relatively small amount (in the form of Margin) to secure an exposure to the Reference Security.

This will have the effect of magnifying any profits or losses and so consequently carries significant risk (see Section 6.1 for details).

Trading any market direction: ability to take short positions If you believe that a Reference Price may fall, Macquarie CFDs enable you to open a short position in relation to the Reference Security. Compared to opening long positions, opening short positions in listed securities has traditionally been a difficult exercise and CFDs offer a means of taking such short positions. Optional Guaranteed Stop-Loss protection: limit potential downside A large adverse movement in a Reference Price can give rise to large losses on Open CFDs. Placing Guaranteed Stop-Loss (‘GSL’) protection on a CFD allows you to limit your potential losses arising from sudden market movements by giving you a guaranteed Close-out price during the GSL Period on that CFD (see Section 2.6.2 relating to GSL Orders for details).

Highly flexible: access real-time market prices and multiple order entry options The Trading Platform gives you access to real-time pricing and market depth information. You have the ability to enter into CFDs in real-time over the internet, with the flexibility of utilising Market-To-Limit, Trigger, Stop-Loss and Guaranteed Stop-Loss Orders.

Dividends and interest Holders of Open Long CFDs also receive the benefit of any ordinary cash dividends paid to holders of the underlying Reference Securities, but are charged interest on the CFD Face Value of their Open CFD. Conversely, holders of Open Short CFDs must pay cash equal to the value of any ordinary cash dividend1 paid to holders of the underlying Reference Securities, but receive interest on the CFD Face Value of their Open CFD. 1.2 What are the key significant risks of CFDs? Gearing magnifies losses CFDs can be highly geared and can carry a high degree of risk. If you are considering trading in CFDs, you should be experienced in equity derivatives and understand and be comfortable with the risks of gearing.

Gearing can magnify your losses, just as it can also magnify your gains (see Section 6.1 for details).

Short CFDs If your application is accepted, you will be able to place Orders for Short CFDs. If you do not take out Guaranteed Stop-Loss protection, your potential losses on a Short CFD are unlimited. Gearing can magnify the level of losses on a Short CFD (see Section 6.2 for details). You may lose more money than the amount in your Prime Account Your potential losses on a CFD can be substantial and may exceed the amount of Margin that is designated to support a CFD and even the total funds in your Prime Account. Where your liability to us exceeds the funds in your Prime Account, we have recourse to you for any outstanding amount as a debt (see Section 6.3 for details).

Section 1 1 Plus, in limited circumstances, the value of any franking credits applicable to the dividend. Please refer to Condition 4.3 of the CFD Terms and Conditions for more information.

14 Providing Margin is an ongoing and constant obligation As with any other Margin Obligations you may have under your Prime Facility, you must meet Margin Obligations on your CFDs at all times and may be required to deposit additional funds into your Prime Account at any time and on short notice. Among other things, failure to meet Margin Obligations may result in us Closing-out your Open CFDs without any prior notice to you (see Section 6.4 for details).

For this reason, you should monitor your Positions closely. Systems infrastructure may be disrupted Your ability to trade CFDs depends on the continued operation of, among other things, the Trading Platform, the internet, and your personal computer. A fault, delay or failure of any of these things could prevent you from making Orders and may result in losses on your Open positions (see Section 6.5 for details).

Investment decisions You are responsible for the selection of the Reference Security for any CFD that you take out. As such, the performance of any CFD will depend mainly on investment decisions made by you. CFDs may be speculative (see Section 6.6 for details). Involuntary Close-out Macquarie may Close-out your Positions, including your Open CFDs, in a number of circumstances, including where you have insufficient Available Funds in your Prime Account to meet your obligations to provide Margin for any of your Transactions or where you exceed your Risk Limit. This may cause you financial loss.

In some cases, this Close-out may occur without you receiving any prior notice. In light of this, it is your responsibility to monitor at all times the level of funds in your Prime Account, as well as your total Margin and Utilised Risk Limit, and make additional deposits to your Prime Account when necessary to meet your Margin Obligations and any payment obligations you may have under your Prime Facility and to avoid exceeding your Risk Limit. However, note that Macquarie has the right to Close-out Short CFDs at any time without prior notice to you even if you are meeting your Margin Obligations and have not exceeded your Risk Limit.

(see Section 6.7 for details) Macquarie’s discretion, indemnities and limitations on liability We have discretions that can affect your Orders or CFDs, including certain powers to accept or refuse any Order you place, close your Prime Facility or Close-out any CFD. You do not have the power to direct us about the exercise of any discretion (see Section 6.8 for details).

These and other key risks relating to CFDs are described in greater detail in Section 6 ‘Significant Risks You Should Consider’, which you should read carefully.

15 Details of CFD Trading This Section contains a brief summary only of certain material features relating to trading CFDs. More detailed information relating to trading CFDs can be found in Section 11 ‘Terms and Conditions’. 2.1 How do I start trading in Macquarie CFDs? In order to trade CFDs with Macquarie, you must complete and submit online the Application Form available at macquarie.com.au/applyforprime.

In addition, to provide the Margin needed to support your CFDs, you will need to open a Macquarie Prime Facility and Macquarie Prime Account in your name under the terms of the Macquarie Prime Account PDS and Prime Client Agreement. Macquarie will then require that an initial amount of at least $5,000 (current as at the date of this PDS, but subject to change) be deposited in your Prime Account, or such lower amount that Macquarie may determine from time to time (‘Initial Deposit’). Once the Initial Deposit is held in cleared funds in your Prime Account, you are able to place Orders and trade CFDs with Macquarie.

Please note that Macquarie retains the right to refuse any application to trade CFDs or to open a Macquarie Prime Facility. Risk Limit When you open a Macquarie Prime Facility, we will place a limit on the total exposure to any Financial Instruments (including CFDs and shares) you are able to enter into using the Macquarie Prime Facility (‘Risk Limit’). This Risk Limit will be shared across any Financial Instruments you enter into (not just CFDs). We retain the right to reject any Orders and/or Close-out CFDs in certain circumstances where you exceed your assigned Risk Limit.

We may refuse to accept an Order in certain circumstances, including if the Order would increase your Utilised Risk Limit over and above your allocated Risk Limit.

Additionally, if your Utilised Risk Limit exceeds your Risk Limit, this can lead to serious financial consequences for you, including refusal or cancellation of any Orders, Close-out of any Positions and/ or closure of your Prime Facility (see Sections 2.5 and 6.7 for more information), as well as us recovering from you any monies that you owe us.

At any time, you can view how much of this Risk Limit you have used through your investment activities (the ‘Utilised Risk Limit’). Your Utilised Risk Limit is calculated as the maximum of: (i) the Face Value of all Positions and Orders for all Financial Instruments within your Prime Facility less your Net Equity; and (ii) zero. Your Net Equity is the value of all of your Long Positions, less the value of all of your Short Positions (if any), plus your Prime Account Balance. Your Prime Account Balance is the sum of the Funds Balance and the Blocked Funds in your account. The Funds Balance is equal to all amounts that have been deposited into your Prime Account, less any amounts withdrawn/paid out of that account and any Blocked Funds.

Your Risk Limit, Utilised Risk Limit, the Face Value of your Positions and Orders and your Net Equity can all be viewed on the Macquarie Trading Platform. If you have an assigned Risk Limit of zero, you are required to use GSL protection on every Short CFD that you enter into (see Section 2.6.2 below relating to Guaranteed Stop-Loss Orders). If you have a Risk Limit of zero, you should also note that if, at any time, you hold a CFD that is not subject to GSL protection, including where the GSL Period for that protection has expired, your CFD to which the GSL Order applies may be immediately Closed-out in order to ensure that your Utilised Risk Limit no longer exceeds your Risk Limit of zero.

This may occur prior to us notifying you of the breach of your Risk Limit. Therefore, if you want to continue holding your CFD past the end of the GSL Period and avoid the Closeout of the CFD, it is important that you purchase new GSL protection prior to the expiry of your existing GSL protection. Regardless of your Risk Limit, you must maintain sufficient Available Funds in your Prime Account to meet your Margin Obligations (see Section 3.1 for details). 2.2 How will my Macquarie Prime Account be affected by my trading in CFDs?

While you are trading CFDs, amounts within your Prime Account will be designated as either Available Funds or Margin, depending on your Orders, CFDs and market movements. Available Funds are the funds that can be withdrawn from your Prime Account or used to meet payment obligations under your Prime Facility. In addition to holding sufficient Available Funds in your Prime Account (for example to meet any fees and charges associated with your trading in CFDs as referred to in Section 4), you are required to make sufficient funds available to support your Margin Obligations on each of your existing CFDs and on each Order to Open a CFD (being an amount equivalent to that held if the Order was accepted) (‘CFD Margin’).

Such Margin represents security held by Macquarie for your Orders and CFDs. You will be notified of the CFD Margin required at the time of your Order for the CFD and you should ensure that you have sufficient Available Funds in your Prime Account to cover this Margin as well as the ongoing CFD Margin (assuming we accept your Order). Section 2

You can also read