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Flutter Entertain Major Shareholding Notification 2020

May 11, 2020

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title: Standard Form TR1
author: Mclaughlin, Connor [ICRM]
date: 2020-05-11 12:36:00+00:00


Standard Form TR-1

Standard form for notification of major holdings

Done at Belfast on 11-May-20.

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the Central Bank of Ireland)i NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the Central Bank of Ireland)i NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the Central Bank of Ireland)i NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the Central Bank of Ireland)i NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the Central Bank of Ireland)i NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the Central Bank of Ireland)i
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: Flutter Entertainment Plc
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: Flutter Entertainment Plc
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: Flutter Entertainment Plc
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: Flutter Entertainment Plc
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: Flutter Entertainment Plc
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: Flutter Entertainment Plc
2. Reason for the notification (please tick the appropriate box or boxes):
[X] An acquisition or disposal of voting rights
[ ] An acquisition or disposal of financial instruments
[X] An event changing the breakdown of voting rights
[ ] Other (please specify)iii:
2. Reason for the notification (please tick the appropriate box or boxes):
[X] An acquisition or disposal of voting rights
[ ] An acquisition or disposal of financial instruments
[X] An event changing the breakdown of voting rights
[ ] Other (please specify)iii:
2. Reason for the notification (please tick the appropriate box or boxes):
[X] An acquisition or disposal of voting rights
[ ] An acquisition or disposal of financial instruments
[X] An event changing the breakdown of voting rights
[ ] Other (please specify)iii:
2. Reason for the notification (please tick the appropriate box or boxes):
[X] An acquisition or disposal of voting rights
[ ] An acquisition or disposal of financial instruments
[X] An event changing the breakdown of voting rights
[ ] Other (please specify)iii:
2. Reason for the notification (please tick the appropriate box or boxes):
[X] An acquisition or disposal of voting rights
[ ] An acquisition or disposal of financial instruments
[X] An event changing the breakdown of voting rights
[ ] Other (please specify)iii:
2. Reason for the notification (please tick the appropriate box or boxes):
[X] An acquisition or disposal of voting rights
[ ] An acquisition or disposal of financial instruments
[X] An event changing the breakdown of voting rights
[ ] Other (please specify)iii:
3. Details of person subject to the notification obligationiv : 3. Details of person subject to the notification obligationiv : 3. Details of person subject to the notification obligationiv : 3. Details of person subject to the notification obligationiv : 3. Details of person subject to the notification obligationiv : 3. Details of person subject to the notification obligationiv :
Name:
Citigroup Global Markets Limited Name:
Citigroup Global Markets Limited City and country of registered office (if applicable):
London , United Kingdom City and country of registered office (if applicable):
London , United Kingdom City and country of registered office (if applicable):
London , United Kingdom City and country of registered office (if applicable):
London , United Kingdom
4. Full name of shareholder(s) (if different from 3.)v:
N/A 4. Full name of shareholder(s) (if different from 3.)v:
N/A 4. Full name of shareholder(s) (if different from 3.)v:
N/A 4. Full name of shareholder(s) (if different from 3.)v:
N/A 4. Full name of shareholder(s) (if different from 3.)v:
N/A 4. Full name of shareholder(s) (if different from 3.)v:
N/A
5. Date on which the threshold was crossed or reachedvi:
07-May-20 5. Date on which the threshold was crossed or reachedvi:
07-May-20 5. Date on which the threshold was crossed or reachedvi:
07-May-20 5. Date on which the threshold was crossed or reachedvi:
07-May-20 5. Date on which the threshold was crossed or reachedvi:
07-May-20 5. Date on which the threshold was crossed or reachedvi:
07-May-20
6. Date on which issuer notified:
11-May-20 6. Date on which issuer notified:
11-May-20 6. Date on which issuer notified:
11-May-20 6. Date on which issuer notified:
11-May-20 6. Date on which issuer notified:
11-May-20 6. Date on which issuer notified:
11-May-20
7. Threshold(s) that is/are crossed or reached: 5% 7. Threshold(s) that is/are crossed or reached: 5% 7. Threshold(s) that is/are crossed or reached: 5% 7. Threshold(s) that is/are crossed or reached: 5% 7. Threshold(s) that is/are crossed or reached: 5% 7. Threshold(s) that is/are crossed or reached: 5%
8. Total positions of person(s) subject to the notification obligation: 8. Total positions of person(s) subject to the notification obligation: 8. Total positions of person(s) subject to the notification obligation: 8. Total positions of person(s) subject to the notification obligation: 8. Total positions of person(s) subject to the notification obligation: 8. Total positions of person(s) subject to the notification obligation:
% of voting rights attached to shares (total of 9.A) % of voting rights attached to shares (total of 9.A) % of voting rights through financial instruments
(total of 9.B.1 + 9.B.2) Total of both in % (9.A + 9.B) Total number of voting rights of issuervii
Resulting situation on the date on which threshold was crossed or reached 0.0569% 0.0569% 3.2666% 3.3235% 143,987,624
Position of previous notification (if applicable) 0.3554% 0.3554% 5.3134% 5.6688%
9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii: 9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii: 9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii: 9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii: 9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii: 9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii: 9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii: 9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii: 9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii: 9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii: 9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii:
A: Voting rights attached to shares A: Voting rights attached to shares A: Voting rights attached to shares A: Voting rights attached to shares A: Voting rights attached to shares A: Voting rights attached to shares A: Voting rights attached to shares A: Voting rights attached to shares A: Voting rights attached to shares A: Voting rights attached to shares A: Voting rights attached to shares
Class/type of
shares
ISIN code (if possible) Number of voting rightsix Number of voting rightsix Number of voting rightsix Number of voting rightsix Number of voting rightsix % of voting rights % of voting rights % of voting rights % of voting rights % of voting rights
Class/type of
shares
ISIN code (if possible)
Direct
Direct
Direct
Indirect
Indirect
Direct
Direct
Indirect
Indirect
Indirect
Ordinary Shares
(IE00BWT6H894) 78,571 78,571 78,571 0.0546% 0.0546%
ADRs (US3440441026) 3,364 3,364 3,364 0.0023% 0.0023%
SUBTOTAL A 81,935 81,935 81,935 0.0569% 0.0569%
B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations
Type of financial instrument Type of financial instrument Expiration
datex Exercise/
Conversion Periodxi Exercise/
Conversion Periodxi Exercise/
Conversion Periodxi Number of voting rights that may be acquired if the instrument is exercised/converted. Number of voting rights that may be acquired if the instrument is exercised/converted. Number of voting rights that may be acquired if the instrument is exercised/converted. % of voting rights % of voting rights
Right to recall lent securities Right to recall lent securities 585,257 585,257 585,257 0.4065% 0.4065%
SUBTOTAL B.1 SUBTOTAL B.1 SUBTOTAL B.1 585,257 585,257 585,257 0.4065% 0.4065%
B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations
Type of financial instrument Expiration
datex Expiration
datex Exercise/
Conversion Period xi Exercise/
Conversion Period xi Physical or cash settlementxii Physical or cash settlementxii Number of voting rights Number of voting rights Number of voting rights % of voting rights
Long Call Option 12-May-20 12-May-20 Physical Physical 45,000 45,000 45,000 0.0313%
Equity Swap 29-May-20 29-May-20 Cash Cash 8,211 8,211 8,211 0.0057%
Equity Swap 19-June-20 19-June-20 Cash Cash 47,804 47,804 47,804 0.0332%
Equity Swap 17-July-20 17-July-20 Cash Cash 22,464 22,464 22,464 0.0156%
Equity Swap 05-Oct-20 05-Oct-20 Cash Cash 49,813 49,813 49,813 0.0346%
Equity Swap 12-Oct-20 12-Oct-20 Cash Cash 35,962 35,962 35,962 0.0250%
Equity Swap 01-Dec-20 01-Dec-20 Cash Cash 1,286,255 1,286,255 1,286,255 0.8933%
Equity Swap 09-Dec-20 09-Dec-20 Cash Cash 114,018 114,018 114,018 0.0792%
Equity Swap 03-May-21 03-May-21 Cash Cash 200,000 200,000 200,000 0.1389%
Equity Swap 24-May-21 24-May-21 Cash Cash 29,199 29,199 29,199 0.0203%
Equity Swap 30-Nov-21 30-Nov-21 Cash Cash 2,219 2,219 2,219 0.0015%
Equity Swap 02-Feb-22 02-Feb-22 Cash Cash 25,743 25,743 25,743 0.0179%
Equity Swap 04-Apr-22 04-Apr-22 Cash Cash 984 984 984 0.0007%
Equity Swap 11-May-22 11-May-22 Cash Cash 2,181 2,181 2,181 0.0015%
Equity Swap 24-Feb-23 24-Feb-23 Cash Cash 2,094,142 2,094,142 2,094,142 1.4544%
Equity Swap 05-Jul-24 05-Jul-24 Cash Cash 154,159 154,159 154,159 0.1071%
SUBTOTAL B.2 SUBTOTAL B.2 4,118,154 4,118,154 4,118,154 2.8601%

| 10. Information in relation to the person subject to the notification obligation (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

[x] 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:
| 10. Information in relation to the person subject to the notification obligation (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

[x] 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:
| 10. Information in relation to the person subject to the notification obligation (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

[x] 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:
| 10. Information in relation to the person subject to the notification obligation (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

[x] 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:
|
| --- | --- | --- | --- |
| Namexv | % of voting rights if it equals or is higher than the notifiable threshold | % of voting rights through financial instruments if it equals or is higher than the notifiable threshold | Total of both if it equals or is higher than the notifiable threshold |
| Citigroup Inc. | | | |
| Citigroup Global Markets Holdings Inc. | | | |
| Citigroup Financial Products Inc. | | | |
| Citigroup Global Markets Holding Bahamas Limited | | | |
| Citigroup Global Markets Limited | | | |
| Citigroup Global Markets Europe AG | | | |
| | | | |
| 11. In case of proxy voting: [name of the proxy holder] will cease to hold [% and number] voting rights as of [date]

| 11. In case of proxy voting: [name of the proxy holder] will cease to hold [% and number] voting rights as of [date]

| 11. In case of proxy voting: [name of the proxy holder] will cease to hold [% and number] voting rights as of [date]

| 11. In case of proxy voting: [name of the proxy holder] will cease to hold [% and number] voting rights as of [date]

|
| | | | |
| 12. Additional informationxvi:

| 12. Additional informationxvi:

| 12. Additional informationxvi:

| 12. Additional informationxvi:

|