Major Shareholding Notification • Sep 25, 2020
Major Shareholding Notification
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To the: Bucharest Stock Exchange – Department of Operations Issuers Regulated Markets Financial Supervisory Authority - General Directorate Supervision – Issuers Division
Date of communique: September 25, 2020 Name of Issuer Company: CNTEE TRANSELECTRICA SA, managed under two-tier system Headquarters: Boulevard Gheorghe Magheru 33, Bucharest 1 Working location: Str. Olteni 2-4, Bucharest 3 Phone / fax numbers: 021 30 35 611 / 021 30 35 610 Single registration Code: 13328043 LEI code: 254900OLXCOUQC90M036 Number in the Trade Register: J40/8060/2000 Share capital subscribed and paid: 733.031.420 RON Regulated market where the issued securities are transacted: Bucharest Stock Exchange
National Power Grid Company Transelectrica SA submits attached to this report, drawn up in accordance with art. 72 para. (6) of Law 24/2017 on issuers of financial instruments and market operations, the notices received from PAVAL HOLDING SRL and DEDEMAN SRL, registered within the Company under no. 38833 from September 24, 2020.
following the transactions concluded on September 18, 2020, DEDEMAN SRL transfers part of the voting rights to two affiliated companies. Thus, the percentage of voting rights held by DEDEMAN SRL following the transactions in question, falls below the threshold of 5%, respectively 2.058%, PAVAL HOLDING SRL holds 4.085% and PIF INDUSTRIAL SRL holds 0.341% of the voting rights;
following the transaction concluded on September 22, 2020, DEDEMAN SRL transfers to PAVAL HOLDING SRL 2.058% of the share capital of TEL. Thus, PAVAL HOLDING SRL acquires over 5% of the shares issued by Transelectrica, respectively 6.143% of the share capital of TEL.
Therefore, according to the attached notices, the percentage held, in concert, is 6.484% of the share capital of Transelectrica SA, namely PAVAL HOLDING SRL - 6.143% and PIF INDUSTRIAL SRL - 0.341%.
We specify that according to the Articles of association, Transelectrica's share capital is 733,031,420 lei, being divided into 73,303,142 registered, ordinary and dematerialised shares, each one's nominal value being 10 lei. According to the law, each share subscribed and paid by the shareholders ensures equal rights and gives them the right to vote in the shareholders' general assembly, the right to elect and be elected in the management bodies, the right to participate in profit distribution, as well as any other rights provided for in the Articles of association.
LANGUAGE DISCLAIMER: This document represents the English version of the original official Romanian document filed with the Financial Supervisory Authority ASF. The English version has been created for English readers' convenience. Reasonable efforts have been made to provide an accurate translation, however, discrepancies may occur. The Romanian version of this document is the original official document. Any discrepancies or differences created in the translation are not binding. If any questions arise related to the accuracy of the information contained in the English version, please refer to the Romanian version of the document which is the official version.
| Notification of major holdings |
||||||
|---|---|---|---|---|---|---|
| 1. Identity of |
issuer or of the issuer of |
existent support shares, which |
voting rights are attached toi | |||
| Address: Str. Olteni 2-4, CUI: 13328043, No. ORC Code ISINROTSELACNOR9 |
CNTEE TRANSELECTRICA SA – Bucharest J40/8060/ 2000 |
TEL symbol 3, Romania |
||||
| 2. Reasons of notification: | ||||||
| [x] | Procurement or assignment of voting rights | |||||
| [] A purchase of |
financial instruments | |||||
| [] | An event changing the distribution of voting rights | |||||
| [] Others (please |
ii specify) |
|||||
| 3. Details of the |
person subject of notification |
iii: obligation |
||||
| Name: DEDEMAN SRL |
City and country of Str. Alexei Tolstoy 8, |
headquarters (if any) Bacau, Romania |
||||
| 4. Full name / | denomination of shareholder / | shareholders (if different |
point 3)iv from |
|||
| 5. Date |
when the threshold was reached | v (voting percentage) : |
18.09.2020 | |||
| 6. Total positions of |
persons under the |
notification obligation: | ||||
| % of voting rights by means of financial Total of the two Total number of % of the voting rights attached to instruments in percentage % issuer᾽s voting shares (total of 7.B.1 + (7.A rightsvi (total of 7.A) 7.B.2) + 7.B) |
||||||
| Resulting situation on the date when it was 2.058% 0 2.058 73,303,567 below threshold, it was exceeded or reached |
||||||
| Position on the previous notification date (if any) |
6.143% | 0 | 6.143% | 73,303,567 |
7. Information to be notified about the resulting situation on the date when the threshold was exceeded / was under or was reached
| Share category / type ISIN code |
Number of voting rights |
viii | % of voting rights |
|
|---|---|---|---|---|
| Direct Art. 69 para (1) – (3) of Law 24 /2017) |
Indirect Art. 70 of Law 24/2017) |
Direct Art. 69 para (1) – (3) of Law 24 /2017) |
Indirect Art. 70 of Law 24/2017) |
|
| ROTSELACNOR9 | 1,508,511 | 3,245,056 | 2.058% | 4.426% |
| SUBTOTAL A | 4,753,567 | 6.484% |
| B1: Financial instruments in accordance with article 73 para (1) let. (a) of Law 24 / 2017 |
||||||
|---|---|---|---|---|---|---|
| Type of financial instrument |
Expiry dateix (due date) |
Conversion / exercise periodx |
Number ofvoting rights which can be procured if the instrument is exercised / converted |
% of the voting rights |
||
| SUBTOTAL B.1 |
B2: Financial instruments with similar economic effect in accordance with article 73 para (1) let. (b) of Law 24/2017
| Type of financial instrument |
Expiry date ix (due date) |
Conversion / periodx exercise |
Physical or cash settlementxi |
Number of voting rights |
% of the voting rights |
|---|---|---|---|---|---|
| SUBTOTAL | |||||
| B.2 |
[] The person under the notification obligation is not controlled by any natural person or legal entity and
does not control any entity (entities) that has (have) directly or indirectly an exposure in the issuer of support sharesxii
[X] Complete chain of persons controlled by means of whom voting rights and / or financial instruments are actually held, beginning with the natural person or topmost legal entity de that controls themxiii:
| Name / Denominationxiv |
% of the voting rights if it is equal to or higher than the threshold that has to be notified |
% of the voting rights by means of financial instruments if it is equal to or above the threshold that has to be notified |
Total of the two if this is equal to or higher than the threshold that has to be notified |
|---|---|---|---|
| PAVAL HOLDING SRL Shareholders Paval Adrian 40% Paval Dragos 60% |
4.085% | 0 | 4.085 % |
| DEDEMAN SRL Shareholders Paval Holding 99.99999% Paval Adrian 0.000001% Paval Dragos 0.000001% |
2.058% | 0 | 2.058 % |
| PIF INDUSTRIAL SRL Shareholders Paval Adrian 50.00% Paval Dragos 50.00% |
0.341 % | 0 | 0.341% |
In case of vote by proxy:
Additional informationxv :
Executed in Bacau on 24.09.2020
Administrator, Adrian Paval
| Notification of major holdings |
|||||
|---|---|---|---|---|---|
| 1. Identity of |
issuer or of the issuer of |
existent support shares, which | voting rights are attached toi | ||
| Address: Str. Olteni no. Code |
CNTEE TRANSELECTRICA SA – 2-4 , Bucharest CUI: 13328043, No. ORCJ40/8060/ 2000 ISINROTSELACNOR9 |
TEL symbol 3, Romania |
|||
| 2. Reasons of notification: | |||||
| [x] Procurement or assignment of |
voting rights | ||||
| [] Purchase of financial instruments |
|||||
| [] | An event changing the distribution of voting rights | ||||
| [] Others (please specify) |
ii | ||||
| 3. | Details of the person subject of notification obligation | iii: | |||
| Name: PAVAL HOLDING |
SRL | City and country of headquarters (if any) Str. Alexei Tolstoy 8, |
Bacau, Romania | ||
| 4. Full name / denomination of shareholder / shareholders (if | different from point 3)iv | ||||
| 5. Date |
v when the threshold was reached (voting percentage) : |
22.09.2020 | |||
| 6. | Total positions of persons under the notification obligation: | ||||
| % of voting rights by % of the voting means of financial Total of the two Total number of rights attached to instruments (total of in percentage % issuer᾽s voting (7.A rightsvi shares 7.B.1 + (total of 7.A) 7.B.2) + 7.B) |
|||||
| Resulting situation on the date when it 6.143% 0 6.143% 73,303,567 was below threshold, it was exceeded or reached |
|||||
| Position on the previous notification date (if any) |
0% | 0 | 0 | 73,303,567 |
7. Information to be notified about the resulting situation on the date when the threshold was exceeded / was under or was reached
A: Voting rights attached to shares
| Share category / | voting rightsviii Number of |
% of voting rights |
||
|---|---|---|---|---|
| type ISIN code |
Direct Art. 69 para (1) – (3) of Law 24 /2017) |
Indirect Art. 70 of Law 24/2017) |
Direct Art. 69 para (1) – (3) of Law 24 /2017) |
Indirect Art. 70 of Law 24/2017) |
| ROTSELACNOR9 | 4,503,567 | 250,000 | 6.143% | 0.341% |
| SUBTOTAL A | 4,753,567 | 6.484% |
| B1: Financial instruments in accordance with article 73 para (1) let. (a) of Law 24 /2017 |
|||||||
|---|---|---|---|---|---|---|---|
| Type of financial instrument |
Expiry dateix (due date) |
Conversion / exercise periodx |
Number ofvoting rights which can be procured if the instrument is exercised / converted |
% of the voting rights |
|||
| SUBTOTALB.1 |
| B2: Financial instruments 24/2017 |
with similar economic effect in accordance with article 73 para (1) let. (b) of Law | ||||
|---|---|---|---|---|---|
| Type of financial instrument |
ix Expiry date (due date) |
Conversion / periodx exercise |
Physical or cash settlementxi |
Number of voting rights |
%din drepturile devot |
| SUBTOTAL | |||||
| B.2 |
[] The person under the notification obligation is not controlled by any natural person or legal entity and
does not control any entity (entities) that has (have) directly or indirectly an exposure in the issuer of support sharesxii
[X] Complete chain of persons controlled by means of whom voting rights and / or financial instruments are actually held, beginning with the natural person or topmost legal entity de that controls themxiii:
| Name / |
% of the voting rights if |
% of the voting rights by |
Total of the two if this |
|---|---|---|---|
| Denominationxiv | it is equal to or higher | means of financial | is equal to or higher |
| than the threshold that | instruments if it is equal | than the threshold that | |
| has to be notified | to or above the threshold | has to be notified |
|
| that has to be notified | |||
| PAVAL HOLDING SRL | |||
| Shareholders | 6.143% | 0 | 6.143 % |
| Paval Adrian 40% | |||
| Paval Dragos 60% | |||
| PIF INDUSTRIAL SRL |
|||
| Shareholders | 0.341 % | 0 | 0.341% |
| Paval Adrian 50.00% | |||
| Paval Dragos 50.00% | |||
In case of vote by proxy:
Additional information xv :
Executed in Bacau on 24.09.2020
Administrator, Adrian Paval
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