D'Ieteren Group

Major Shareholding Notification • Dec 20, 2024

Friday 20 December 2024 – 9:30am CET

Publication of a Transparency Notification (article 14, paragraph 1 of the Law of 2 May 2007 on the disclosure of major shareholdings)

Summary of the notification

Following the completion of the shareholder reorganization, as announced in the press release dated September 9, 2024, D'Ieteren Group has received a transparency notification dated December 18, 2024.

It appears from the transparency notification that, following the transfer of 8,902,313 shares and 1,250,000 profit shares held by SPDG SA and Olivier Périer to Nayarit Participations SA, Nayarit Participations SA crossed the 50% threshold upwards and SPDG SA crossed the 10% threshold downwards. In this context, the notifying parties also terminated the concert party relationship that has been subject to the transparency notification of 4 November 2008. In addition, call options have been granted by SPDG SA to Nayarit Participations SA.

Content of the notification

The notification, dated 18 December, contains the following information :

• Reason for the notification: acquisition or disposal of voting securities or voting rights, acquisition or disposal of financial instruments that are treated as voting securities, and termination of an agreement to act in concert.
• Notification by: a person that acquires voting rights within the meaning of Article 7 of the Law and that notifies together with the person that disposes of these voting rights, a parent undertaking or a controlling person, and persons acting in concert
• Persons subject to the notification requirement: Nayarit Participations SA, Nicolas D'Ieteren, SPDG SA, Olivier Périer, Catheline D'Ieteren.
• Transaction date: 17.12.2024
• Crossed Treshold (in %): 50% and 10%
• Denominator: 58,708,999
• Details of the notification:

PRESS RELEASE: TRANSPARENCY NOTIFICATION

REGULATED INFORMATION

Friday 20 December 2024 – 9:30am CET

A) Voting rights	Previous notification	After the transaction
	# of voting rights	# of voting rights		% of voting rights
Holders of voting rights		Linked to securities	Not linked to the securities	Linked to securities	Not linked to the securities
Nicolas D'Ieteren	10,000	10,000		0.02%
Nayarit Participations SA	21,434,020	31,586,333		53.80%
Subtotal	21,444,020	31,596,333		53.82%
Catheline D'Ieteren	0	0		0.00%
SPDG SA	15,895,480	5,753,167		9.80%
Subtotal	15,895,480	5,753,167		9.80%

• Full chain of controlled undertakings through which the holding is effectively held, if applicable : Mrs Catheline D'Ieteren and Mr Olivier Périer (the son of Mrs Catheline D'Ieteren) control SPDG SA. They both hold shares in SPDG usufruct to which voting rights are attached and Mr Olivier Périer holds the bare ownership of all the shares. Mr Nicolas D'Ieteren controls Nayarit Participations SA.
• Additional information :
  • o This declaration follows the transfer of 8,902,313 shares and 1,250,000 profit shares held by SPDG SA and Olivier Périer to Nayarit Participations SA, Nayarit Participations SA crossed the 50% threshold upwards and SPDG SA crossed the 10% threshold downwards. In this context, the notifying parties also terminated the concert party relationship that has been subject to the transparency notification of 4 November 2008.
  • o SPDG has a best effort obligation, depending on market circumstances, to sell the remainder of its shares at a rate of 1/5th of its shares per year. In addition, Nayarit Participations SA has (1) a call option to acquire a certain number of the 5,753,167 shares still held by SPDG SA, that is triggered monthly until 31/12/2029, in each case in the amount of shares sold by SPDG SA to third parties in such month (if any), and (2) a supplementary call option to acquire any or all of the remaining shares held by SPDG SA for a period of 5 years starting after the occurrence of certain liquidity events.

Other

Transparency notifications must be addressed to:

D'Ieteren Group Financial Communication (Stéphanie Voisin) Rue du Mail 50 1050 Brussels financial.communication@dieterengoup.com

Information on shareholding structure and transparency can be consulted on the company's website: https://www.dieterengroup.com/shareholding-structure/

End of press release

PRESS RELEASE: REPURCHASE AND DISPOSAL OF OWN SHARES

REGULATED INFORMATION

Wednesday 16 October 2024 – 5:45pm CET

D'Ieteren Group profile

In existence since 1805, and across family generations, D'Ieteren Group (the Group) is an investment company seeking growth and value creation by building a family of businesses that reinvent their industries and search for excellence and meaningful impact. It currently owns the following businesses:

• Belron (50.30% in fully diluted economic rights): worldwide leader in vehicle glass repair, replacement and recalibration.
• D'Ieteren Automotive (100% owned): distributor of Volkswagen, Audi, SEAT, Škoda, Bentley, Lamborghini, Bugatti, Cupra, Rimac, Microlino, Maserati and Porsche vehicles in Belgium and expanding into other mobility services.
• PHE (100% in economic rights) is a leader in the independent distribution of spare parts for vehicles in Western Europe, present in France, Belgium, The Netherlands, Luxemburg, Italy and Spain.
• TVH (40% owned): leading global independent distributor for aftermarket parts for material handling, construction & industrial, and agricultural equipment.
• Moleskine (100% owned): develops and sells iconic branded notebooks and writing, travel and reading accessories through a global multichannel platform.
• D'Ieteren Immo (100% owned): groups together the Belgian real estate interests of D'Ieteren Group.

Financial Calendar

Last five press releases

Next events

(with the exception of press releases related to the repurchase or sale of own shares)

6 December 2024	2024 Special General Meeting	10 March 2025	Full-Year 2024 results
4 November 2024	D'Ieteren Group provides an update on its financing costs	14 May 2025	2025 Investor Day
30 October 2024	Transaction between Belron's minority shareholders	5 June 2025	Annual General Meeting
17 October 2024	Publication of a Transparency Notification
2 October 2024	Belron announces successful pricing & allocation of its new financing

Contacts

Francis Deprez, Chief Executive Officer Edouard Janssen, Chief Financial Officer

Stéphanie Voisin, Investor Relations - Tel: +32 (0)2 536.54.39 Bram Geeroms, Investor Relations – Tel: +32 (0)2 260.29.16 E-mail: financial.communication@dieterengroup.com – Website: www.dieterengroup.com