Major Shareholding Notification • Jul 24, 2023
Major Shareholding Notification
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Aroundtown SA notification of a change in major holdings pursuant to the modified law and grand-ducal regulation of 11 January 2008 on transparency requirements for issuers of securities
Aroundtown SA
Aroundtown SA notification of a change in major holdings pursuant to the modified law and grand-ducal regulation of 11 January 2008 on transparency requirements for issuers of securities 24.07.2023 / 12:56 CET/CEST
Dissemination of a Voting Rights Announcement transmitted by EQS News – a service of EQS Group AG. The issuer is solely responsible for the content of this announcement.
| Form to be used for the purposes of notifying a change in major holdings pursuant to the amended law and Grand-ducal Regulation of 11 January 2008 on transparency requirements for issuers (referred to as "the Transparency Law" and "the Transparency Regulation") |
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| NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the CSSF)i | |||||||
| 1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: |
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| Aroundtown SA | |||||||
| 2. Reason for the notification (please tick the appropriate box or boxes): An acquisition or disposal of voting rights An acquisition or disposal of financial instruments An event changing the breakdown of voting rights Other (please specify)iii: |
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| 3. Details of person subject to the notification obligationiv: Name: Citigroup City and country of registered office (if applicable): Inc. Wilmington, Delaware United states |
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| 4. Full name of shareholder(s) (if different from 3.)v: | |||||||
| 5. Date on which the threshold was crossed or reachedvi: 19/07/2023 |
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| 6. Total positions of person(s) subject to the notification obligation: | |||||||
| % of voting rights attached to shares |
% of voting rights through financial |
Total of both in % | Total number of voting rights of |
| ! | !" | #\$%#\$#& | ||
| ' ( ) ((* |
+, | \$!% | \$!% | - |
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| DC0E234?@0=4@<3:08338B<670320:<8=6: |
| F98::G3HI602; :<8=6: JKJ+ ( * |
1>LM6=02;0N234?@0=4@<3:O | P02;0N234?@0=4@<3: | ||||
|---|---|---|---|---|---|---|
| Q4=6B3 " R (ST |
U?74=6B3 R (S T |
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U?74=6B3 R (ST |
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| TV&%"% | - | #%"%#!& | ||||
| - | - | - | ||||
| WXYZ[ZD\0D ]Q4=6B30^ U?74=6B3_ - |
- |
Y0C0a4?8?B4890U?:3=>L6?3:08BB2=74?@0320D=3/0b]`_]8_02;03<60Z=8?:I8=6?BH0\8A |
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|---|---|---|---|---|---|---|---|---|
| ZHI602;05?8?B489 4?:3=>L6?3 |
cdI4=8 342? 7836O |
cd6=B4:6G0F2?N6=:42? e6=427O |
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T K |
- | - | %#%#& | \$ | ||||
| - | - | - | - | |||||
| - | WXYZ[ZD\0Y/` | - |
| B 2: Financial Instruments with similar economic effect according to Art. 12(1)(b) of the Transparency Law |
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|---|---|---|---|---|---|---|---|---|---|---|
| Type of financi al instru ment |
Expiration datex | Exercise/ Conversion Periodxi |
Physical or cash settlementxii |
rights | Number of voting | % of voting rights |
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| Long Call |
30.05.24- 25.11.26 |
Physical | 66,903,669 | 4.3528 % |
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| OTC Swap |
11.09.23- 18.11.28 |
Cash | 2,424,000 | 0.1577 % |
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| Short Put |
31.08.23 | Physical | 49,701 | 0.0032 % |
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| SUBTOTAL B.2 | 74,068,835 | 4.8190 % |
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(please tick the applicable box)
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer.xiii
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please provide a separate organisational chart in case of a complex structure):
| Nº | Namexv | % of voting rights held by ultimate controlling person or entity or held directly by any subsidiary if it equals or is higher than |
% of voting rights through financial instruments held by ultimate controlling person or entity or held directly by any subsidiary if it |
Total of both | Directly controlled by (use number(s) from 1st column) |
|---|---|---|---|---|---|
| ---- | -------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------- | -------------------------------------------------------------------- |
| the notifiable threshold |
equals or is higher than the notifiable threshold |
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|---|---|---|---|---|---|---|
| please see additonal comments |
% | % | 8 | |||
| % | % | % | ||||
| % | % | % | ||||
| 8 | % | % | ||||
| 8 | % | % | ||||
| 9. In case of proxy voting: The proxy holder named will cease to hold % and number of voting rights as of . |
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| 10. Additional informationxvi: | ||||||
| Please find chain of controlled undertakings below, and attached organistaional chart. Citigroup Inc. Citigroup Global Markets Holdings Inc. Citigroup Financial Products Inc. Citigroup Global Markets Europe Finance Limited Citigroup Global Markets (International) Finance GmBH Switzerland Citigroup Global Markets Holdings Bahamas Limited Citigroup Global Markets Limited Citigroup Global Markets Europe AG |
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| Done at | Belfast | On | 21/07/2023 |
i Please note that national forms may vary due to specific national legislation (Article 3(1a) of Directive 2004/109/EC) as for instance the applicable thresholds or information regarding capital holdings.
ii Full name of the legal entity and further specification of the issuer or underlying issuer, provided it is reliable and accurate (e.g. address, LEI, domestic number identity).
iii Other reason for the notification could be voluntary notifications, changes of attribution of the holding (e.g. expiring of financial instruments) or acting in concert.
iv This should be the full name of (a) the shareholder; (b) the natural person or legal entity acquiring, disposing of or exercising voting rights in the cases provided for in Article 9 (b) to (h) of the Transparency Law; or (c) the holder of financial instruments referred to in Article 12(1) of the Transparency Law.
As the disclosure of cases of acting in concert may vary due to the specific circumstances (e.g. same or different total positions of the parties, entering of acting in concert by a single party) the standard form does not provide for a specific method how to notify cases of acting in concert.
In relation to the transactions referred to in points (b) to (h) of Article 9 of the Transparency Law, the following list is provided as indication of the persons who should be mentioned:
v Applicable in the cases provided for in Article 9 (b) to (h) of the Transparency Law. This should be the full name of the shareholder who is the counterparty to the natural person or legal entity referred to in Article 9 of that Law unless the percentage of voting rights held by the shareholder is lower than the 5% threshold for the disclosure of voting rights holdings (e.g. identification of funds managed by management companies).
vi The date on which threshold is crossed or reached should be the date on which the acquisition or disposal took place or the other reason triggered the notification. For passive crossings, the date when the corporate event took effect.
vii The total number of voting rights shall be composed of all the shares, including depository receipts representing shares, to which voting rights are attached even if the exercise thereof is suspended.
vii If the holding has fallen below the 5% threshold, please note that it is not necessary to disclose the extent of the holding, only that the new holding is below that threshold.
ix In case of combined holdings of shares with voting rights attached 'direct holding' and voting rights 'indirect holding', please split the voting rights number and percentage into the direct columns – if there is no combined holdings, please leave the relevant box blank.
x Date of maturity/expiration of the financial instrument i.e. the date when right to acquire shares ends.
xi If the financial instrument has such a period – please specify this period – for example once every 3 months starting from [date].
xii In case of cash settled instruments the number and percentages of voting rights is to be presented on a deltaadjusted basis (Article 12(2) of the Transparency Law).
xiii If the person subject to the notification is either controlled and/or does control another undertaking then the second option applies.
xiv The full chain of controlled undertaking with the ultimate controlling natural person or legal entity also has to be presented in the cases in which only on subsidiary level a threshold is crossed or reached and the subsidiary undertaking discloses the notification as only then the full picture of the group holdings. In case of multiple chains through which the voting rights and/or financial instruments are effectively held the chains have to be presented chain by chain leaving a row free between different chains (e.g.: A, B, C, free row, A, B, D, free row, A, E, F etc.). Numbers shall be attributed to all persons or entities within the group in column 1 in order to allow a clear indication of the control structure in column 6. The names of all undertakings of the control chain shall be provided in column 2, even if the number of the directly held voting rights and/or financial instruments is not equal or higher than the notifiable threshold. Columns 3 & 4 shall indicate the holdings of those persons or entities directly holding the voting rinancial instruments if the holding is equal or higher than the notifiable threshold.
xv The names of controlled undertakings through which the voting rights and/or financial instruments are effectively held have to be presented irrespectively whether the controlled undertakings cross or reach the lowest applicable threshold themselves.
xvi Example: Correction of a previous notification.
24.07.2023 CET/CEST The EQS Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.eqs-news.com
| Language: | English |
|---|---|
| Company: | Aroundtown SA |
| 37, Boulevard Joseph II | |
| L-1840 Luxembourg | |
| Luxemburq |
Internet:
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