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Keyware Technologies NV Major Shareholding Notification 2019

Jan 24, 2019

3970_mrq_2019-01-24_e3d15ff4-3d8f-4654-9dda-f4283e85444f.pdf

Major Shareholding Notification

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REGULATED INFORMATION

PRESS RELEASE 24 January 2019 – 22.00 CET

PUBLICATION OF A TRANSPARENCY NOTIFICATION

Brussels, Belgium – 24 January 2019 – Keyware (EURONEXT Brussels: KEYW) a leading supplier of electronic payment solutions, discloses that a shareholder has crossed the 45% threshold.

According to Article 14, first paragraph, of the Law of 2 May 2007 on disclosure of major holdings in issuers whose shares are admitted to trading on a regulated Belgian market, Keyware Technologies ('the Company') discloses an important participation held by Powergraph, with the 45% threshold crossing.

1. Summary

As a result of the merger enacted on 31 March 2017, Powergraph BVBA (absorbing company) has obtained the Keyware Technologies shares held by Parana Management Corp. BVBA (absorbed company). The persons subject to the notification requirement state that at that date on aggregate 10,294,195 voting rights in Keyware Technologies were held represented by shares. This represents 47.55% of the 21,648,793 outstanding shares at that date (denominator). The crossing of the 45% threshold by Powergraph BVBA is triggered as a result of the merger by absorption of Parana Management Corp BVBA.

2. Content

The notification comprises the following information:

  • the reason for the notification is the acquisition of shares having voting rights or voting rights
  • the notification is issued by the parent enterprise (the Company)
  • the person subject to the notification requirement is the company Powergraph BVBA, together with Mister Guido Van der Schueren, as well as Parana Management Corp. BVBA, subsidiary of Powergraph BVBA
  • no persons that dispose of voting rights need to be mentioned
  • the transaction date is 31 March 2017, on the occasion of the merger (notary deed)
  • the threshold that is crossed is 45%
  • the (former) denominator is 21,648,793
  • the notified details are as follows
a) Voting rights Former notification Post transaction
# voting rights # voting rights % voting rights
Holders of voting rights Related to Not related to Related to Not related to
shares shares shares shares
Guido Van der Schueren 32,198 0 0.00%
Powergraph BVBA 62,230 10,294,195 47.55%
Parana Management Corp. 6,737,484 0 0.00%
BVBA
Subtotal 6,831,912 10,294,195 0.00%
TOTAL 10,294,195 0 47.55% 0.00%

REGULATED INFORMATION

b)
Equivalent
financial instruments
Post transaction
Holders of equivalent financial
instruments
Type of
financial
instrument
Maturity
date
Exercise
term or date
# voting rights
that can be
acquired through
the exercise of the
instrument
% voting rights unfolding
TOTAL 0 0.00%
TOTAL (a) + b)) # voting rights % voting rights
CALCULATED 10,294,195 47.55%
  • the chain of controlled undertakings through which the holding is effectively held : Powergraph BVBA holds a direct participation in Keyware Technologies NV. The participation previously held by Parana Management Corp. BVBA was also a direct participation. Parana Management Corp. BVBA was the subsidiary of Powergraph BVBA. Mister Guido Van der Schueren controls both Powergraph BVBA (direct participation) as previously Parana Management Corp. BVBA (indirect participation)
  • no other information needs to be reported

The transparency notification can be consulted on the website of the Company in its original form (Dutch).

About Keyware

Keyware (EURONEXT Brussels: KEYW) is a leading supplier of electronic payment solutions. Keyware is based in Zaventem, Belgium. More information is available on www.keyware.com.

For additional information, please contact:

Mr Stéphane Vandervelde President & CEO Keyware Technologies NV

Tel: +32 (0)2 346.25.23 [email protected] www.keyware.com