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Ontex Group NV — Major Shareholding Notification 2014
Dec 16, 2014
3985_mrq_2014-12-16_6f612fbb-cc65-4f4b-aa23-f4909c4d7a6d.pdf
Major Shareholding Notification
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PRESS RELEASE Regulated information
Ontex: Transparency Declaration Notification
Disclosure made according to the requirements of Article 14 of the law of 2 May 2007
Aalst-Erembodegem (Belgium), 16 December 2014 – Ontex Group NV ("Ontex") discloses the notification of significant shareholdings that it has received according to the Belgian Law of 2 May 2007 on the disclosure of significant shareholdings in listed companies.
On 12 December 2014, The Goldman Sachs Group, Inc. and TPG Group Holdings (SBS) Advisors, Inc., and their affiliated entity Whitehaven B S.à r.l., and former/current members of the executive management team of Ontex, notified Ontex that they had, on an aggregate basis, as a result of sales of shares, crossed below the threshold of 30.00%, to 26.78%.
According to its obligation Ontex publishes the content of the notification that it has received.
Date of Notification: 12 December 2014
Date Threshold Crossed: 8 December 2014
Threshold Crossed: 30.00%
Notification by:
| The Goldman Sachs Group, Inc. |
200, West Street, New York , New York 10282, USA |
|---|---|
| TPG Group Holdings (SBS) Advisors, Inc. |
301, Commerce Street, Suite 3300, Fort Worth, Texas 76102, USA |
| Whitehaven B S.à r.l. | 2, rue du Fossé, 1536 Luxembourg, Grand-Duchy of Luxembourg |
| Former/current members | |
| of the executive | |
| management team of | |
| Ontex |
Denominator on the date of notifications: 68,055,555 shares
Voting rights and assimilated financial instruments:
Notification of 12 December 2014:
| Previous notification |
After the transaction | |||||
|---|---|---|---|---|---|---|
| # voting rights |
# voting rights | % of voting rights | ||||
| Holders of | Linked to | Not linked | Linked to | Not linked | ||
| voting rights | securities | to securities | securities | to securities | ||
| The Goldman Sachs Group. Inc |
0 | 0 | 0.00% | |||
| TPG Group Holdings (SBS) Advisors, Inc. |
0 | 0 | 0.00% | |||
| Whitehaven B | 30,664,656 | 14,941,338 | 21.95% | |||
| Subtotal | 30,664,656 | 14,941,338 | 21.95% | |||
| Former/current members of the executive management of Ontex |
4,059,077 | 3,282,395 | 4.82% | |||
| TOTAL | 18,223,733 | 0 | 26.78% | 0.00% |
Chain of controlled entities through which the shareholding is effectively owned:
The TPG entities and Goldman Sachs entities referred to in the chart below are funds advised by affiliates of TPG Group Holdings (SBS) Advisors, Inc. and The Goldman Sachs Group, Inc., respectively.
Please click here to see the chart: http://www.ontexglobal.com/transparency-declarationnotification-5.
Additional information:
The former members or current members of the executive management team of Ontex referred to above have entered into arrangements with Whitehaven B S.à r.l. aimed at preserving, to the extent provided and on the terms and conditions set out therein, the economic entitlements of the original equity interests that the individuals had in the group pre-IPO, which will depend among other things on the success of future sales by Whitehaven B S.à r.l. of its Ontex shares. These arrangement comprise, among others, certain earnings/vesting arrangements and orderly marketing arrangements. These arrangements, which will remain in effect following the transfer of Ontex shares which has given rise to the present transparency notification, may characterize as an "agreement to hold, acquire or dispose of securities" under article 3, §1, 13°, c) of the Belgian Law of 2 May 2007 on the disclosure of major shareholdings, and accordingly may be deemed to constitute a concerted action between the parties in such arrangements.
Notifications of significant shareholdings to be made according to the Law of 2 May 2007 should be sent to: [email protected]
This notification will be posted on: http://www.ontexglobal.com/press-room
INVESTOR ENQUIRIES
Ontex Investor Relations
Philip Ludwig +32 53 333 730 [email protected]
Fairvue Partners
+44 20 7614 2900 [email protected]
About Ontex
Ontex is a leading manufacturer of branded and retailer brand hygienic disposable products across Europe, the Middle East and Africa. The Company primarily sells its products to retailers, helping them to establish or enhance their own brands. While historically Western Europe has been the Company's largest geographic market in terms of sales (68% of sales in 2013), the Company also has a growing presence in emerging markets where it offers both retailer brands and its own brands, with the mix varying by product category and geography. The Company believes that it operates a strong and diversified business across multiple geographies and serves a blue chip customer base with high quality products in core, resilient and nondiscretionary categories.