VICTORIA PLC

Major Shareholding Notification • May 6, 2022

National Storage Mechanism | Additional information

RNS Number : 6877K

Victoria PLC

06 May 2022

For Immediate Release                                                                                  6 May 2022

Victoria PLC

('Victoria' or the 'Company')

Shareholder Notification

Victoria PLC (LSE: VCP) announces that it has been notified that, as a result of intra-group transfers, Koch Industries, Inc.'s ("Koch") ultimate shareholding is now held by its subsidiary Wood River Capital, LLC.  The total holding remains unchanged and Koch remains the ultimate beneficial owner of the shares.

The relevant TR1 notifications are set out below.

For more information contact:

Victoria PLC Geoff Wilding, Executive Chairman Philippe Hamers, Group Chief Executive Michael Scott, Group Finance Director	+44 (0) 1562 749 610
Singer Capital Markets (Nominated Adviser  and Joint Broker) Rick Thompson, Phil Davies, Alex Bond	+44 (0) 207 496 3095
Berenberg (Joint Broker) Ben Wright, Richard Bootle Peel Hunt (Joint Broker) Adrian Trimmings, Andrew Clark Buchanan Communications (Financial PR) Charles Ryland, Chris Lane, Tilly Abraham	+44 (0) 203 207 7800 +44 (0) 207 418 8900 +44 (0) 20 7466 5000

About Victoria

Established in 1895 and listed since 1963 and on AIM since 2013 (VCP.L), Victoria PLC, is an international manufacturer and distributor of innovative flooring products. The Group, which is headquartered in Kidderminster, UK, designs, manufactures and distributes a range of carpet, flooring underlay, ceramic tiles, LVT (luxury vinyl tile), artificial grass and flooring accessories.

Victoria has operations in the UK, Spain, Italy, Belgium, the Netherlands, Turkey, the United States and Australia and employs approximately 4,500 people across 30 sites. Victoria is Europe's largest carpet manufacturer and the second largest in Australia, as well as the largest manufacturer of underlay in both regions. 

The Group's strategy is designed to create value for its shareholders and is focused on consistently increasing earnings and cash flow per share via acquisitions and sustainable organic growth. (Further information about Victoria can be found on its website, www.victoriaplc.com.)

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii:			Victoria PLC
1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)
UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with an "X")
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: (Intra-group transfer to affiliate; transferor and transferee are wholly owned subsidiaries of Koch Industries, Inc.)						X
3. Details of person subject to the notification obligation iv
Name			Spring Creek Capital, LLC
City and country of registered office (if applicable)			Wilmington, Delaware, United States
4. Full name of shareholder(s) (if different from 3.) v
Name
City and country of registered office (if applicable)
5. Date on which the threshold was crossed or reached vi:			02/05/2022
6. Date on which issuer notified (DD/MM/YYYY):			04/05/2022
7. Total positions of person(s) subject to the notification obligation
	% of voting rights attached to shares (total of 8. A)	% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)		Total of both in % (8.A + 8.B)	Total number of voting rights held in issuer (8.A + 8.B) vii
Resulting situation on the date on which threshold was crossed or reached	0.00%	0.00%		0.00%	0.00%
Position of previous notification (if applicable)	10.70%	N/A		10.70%

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii
A: Voting rights attached to shares
Class/type of shares ISIN code (if possible)		Number of voting rights ix					% of voting rights
Direct (DTR5.1)		Indirect  (DTR5.2.1)			Direct (DTR5.1)		Indirect (DTR5.2.1)
GB00BZC0LC10 Common Stock		0		0			0.00%		0.00%
SUBTOTAL 8. A		0					0.00%
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial instrument		Expiration date x	Exercise/ Conversion Period xi			Number of voting rights that may be acquired if the instrument is exercised/converted.			% of voting rights
			SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
Type of financial instrument	Expiration date x		Exercise/ Conversion Period xi		Physical or cash Settlement xii			Number of voting rights	% of voting rights
					SUBTOTAL 8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X")
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 entity (please add additional rows as necessary) xiv
Name xv	% 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
10. In case of proxy voting, please identify:
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional information xvi
Transaction consists of an intra-group transfer to an affiliate.  Transferor and transferee are wholly owned subsidiaries of Koch Industries, Inc.

Place of completion	Wichita, Kansas
Date of completion	03/05/2022

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii:			Victoria PLC
1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)
UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with an "X")
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: (Intra-group transfer from affiliate; transferor and transferee are wholly owned subsidiaries of Koch Industries, Inc.)						X
3. Details of person subject to the notification obligation iv
Name			SCC Holdings, LLC
City and country of registered office (if applicable)			Wilmington, Delaware, United States
4. Full name of shareholder(s) (if different from 3.) v
Name
City and country of registered office (if applicable)
5. Date on which the threshold was crossed or reached vi:			02/05/2022
6. Date on which issuer notified (DD/MM/YYYY):			04/05/2022
7. Total positions of person(s) subject to the notification obligation
	% of voting rights attached to shares (total of 8. A)	% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)		Total of both in % (8.A + 8.B)	Total number of voting rights held in issuer (8.A + 8.B) vii
Resulting situation on the date on which threshold was crossed or reached	10.70%	0.00%		10.70%	12,500,000
Position of previous notification (if applicable)	N/A	N/A		N/A

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii
A: Voting rights attached to shares
Class/type of shares ISIN code (if possible)		Number of voting rights ix					% of voting rights
Direct (DTR5.1)		Indirect  (DTR5.2.1)			Direct (DTR5.1)		Indirect (DTR5.2.1)
GB00BZC0LC10 Common Stock		12,500,000		N/A			10.7%		0.00%
SUBTOTAL 8. A		12,500,000					10.7%
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial instrument		Expiration date x	Exercise/ Conversion Period xi			Number of voting rights that may be acquired if the instrument is exercised/converted.			% of voting rights
			SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
Type of financial instrument	Expiration date x		Exercise/ Conversion Period xi		Physical or cash Settlement xii			Number of voting rights	% of voting rights
					SUBTOTAL 8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X")
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 entity (please add additional rows as necessary) xiv				X
Name xv	% 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
Koch Industries, Inc.		N/A
SCC Holdings, LLC	10.7%		10.7%
10. In case of proxy voting, please identify:
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional information xvi
Transaction consists of an intra-group transfer from an affiliate. Transferor and transferee are wholly owned subsidiaries of Koch Industries, Inc..

Place of completion	Wichita, Kansas
Date of completion	03/05/2022

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii:			Victoria PLC
1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)
UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with an "X")
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: (Intra-group transfer to affiliate; transferor and transferee are wholly owned subsidiaries of Koch Industries, Inc.)						X
3. Details of person subject to the notification obligation iv
Name			SCC Holdings, LLC
City and country of registered office (if applicable)			Wilmington, Delaware, United States
4. Full name of shareholder(s) (if different from 3.) v
Name
City and country of registered office (if applicable)
5. Date on which the threshold was crossed or reached vi:			02/05/2022
6. Date on which issuer notified (DD/MM/YYYY):			04/05/2022
7. Total positions of person(s) subject to the notification obligation
	% of voting rights attached to shares (total of 8. A)	% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)		Total of both in % (8.A + 8.B)	Total number of voting rights held in issuer (8.A + 8.B) vii
Resulting situation on the date on which threshold was crossed or reached	0.00%	0.00%		0.00%	0.00%
Position of previous notification (if applicable)	10.70%	N/A		10.70%

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii
A: Voting rights attached to shares
Class/type of shares ISIN code (if possible)		Number of voting rights ix					% of voting rights
Direct (DTR5.1)		Indirect  (DTR5.2.1)			Direct (DTR5.1)		Indirect (DTR5.2.1)
GB00BZC0LC10 Common Stock		0		0			0.00%		0.00%
SUBTOTAL 8. A		0					0.00%
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial instrument		Expiration date x	Exercise/ Conversion Period xi			Number of voting rights that may be acquired if the instrument is exercised/converted.			% of voting rights
			SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
Type of financial instrument	Expiration date x		Exercise/ Conversion Period xi		Physical or cash Settlement xii			Number of voting rights	% of voting rights
					SUBTOTAL 8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X")
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 entity (please add additional rows as necessary) xiv
Name xv	% 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
10. In case of proxy voting, please identify:
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional information xvi
Transaction consists of an intra-group transfer to an affiliate.  Transferor and transferee are wholly owned subsidiaries of Koch Industries, Inc.

Place of completion	Wichita, Kansas
Date of completion	03/05/2022

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii:			Victoria PLC
1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)
UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with an "X")
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: (Intra-group transfer from affiliate; transferor and transferee are wholly owned subsidiaries of Koch Industries, Inc.)						X
3. Details of person subject to the notification obligation iv
Name			Wood River Capital, LLC
City and country of registered office (if applicable)			Wilmington, Delaware, United States
4. Full name of shareholder(s) (if different from 3.) v
Name
City and country of registered office (if applicable)
5. Date on which the threshold was crossed or reached vi:			02/05/2022
6. Date on which issuer notified (DD/MM/YYYY):			04/05/2022
7. Total positions of person(s) subject to the notification obligation
	% of voting rights attached to shares (total of 8. A)	% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)		Total of both in % (8.A + 8.B)	Total number of voting rights held in issuer (8.A + 8.B) vii
Resulting situation on the date on which threshold was crossed or reached	10.70%	0.00%		10.70%	12,500,000
Position of previous notification (if applicable)	N/A	N/A		N/A

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii
A: Voting rights attached to shares
Class/type of shares ISIN code (if possible)		Number of voting rights ix					% of voting rights
Direct (DTR5.1)		Indirect  (DTR5.2.1)			Direct (DTR5.1)		Indirect (DTR5.2.1)
GB00BZC0LC10 Common Stock		12,500,000		N/A			10.7%		0.00%
SUBTOTAL 8. A		12,500,000					10.7%
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial instrument		Expiration date x	Exercise/ Conversion Period xi			Number of voting rights that may be acquired if the instrument is exercised/converted.			% of voting rights
			SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
Type of financial instrument	Expiration date x		Exercise/ Conversion Period xi		Physical or cash Settlement xii			Number of voting rights	% of voting rights
					SUBTOTAL 8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X")
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 entity (please add additional rows as necessary) xiv				X
Name xv	% 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
Koch Industries, Inc.		N/A
Wood River Capital, LLC	10.7%		10.7%
10. In case of proxy voting, please identify:
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional information xvi
Transaction consists of an intra-group transfer from an affiliate. Transferor and transferee are wholly owned subsidiaries of Koch Industries, Inc.

Place of completion	Wichita, Kansas
Date of completion	03/05/2022

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