REG-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

Aroundtown SAAnnouncement

20/10/2023 17:15

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   Aroundtown SA (IRSH)
   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

   20-Oct-2023 / 18:02 CET/CEST
   The issuer is solely responsible for the content of this announcement.

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                Standard form for notification of major holdings
                                        
                                        
    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”) (HOS-1 form)
                                        

    

   NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to
   the CSSF)i

   Filing reference               5085
   Submitted at (Luxembourg time) 2023-10-20 17:23

    

   1.      Identity of the issuer or the underlying issuer of existing shares
   to which voting rights are attachedii:

   Aroundtown SA

    

   2.     Reason for the notification:

   An acquisition or disposal of voting rights

    

   3.     Details of person subject to the notification obligationiv:

   Name: Citigroup Inc.

   City and country of registered office (if applicable): Wilmington,
   Delaware, United States

    

   4.     Full name of shareholder(s)v:

   The person is the same as the person subject to the notification (section
   3)

    

   5.     Date on which the threshold was crossed or reachedvi:

   2023-10-19

    

   6.     Total positions of person(s) subject to the notification
   obligation:

    

                        % of voting   % of voting   Total of Total number of
                          rights    rights through  both in  voting rights of
                        attached to    financial    % (7.A +    issuervii
                          shares      instruments     7.B)
                         (total of  (total of 7.B.1
                           7.A)        + 7.B.2)
   Resulting situation                                        
   on the date on which             4.90            4.91     1,537,025,609
   threshold was
   crossed or reached
   Position of previous 2.97        4.75            7.71     -
   notification (if
   applicable)

    

   7.       Notified details of the resulting situation on the date on which
   the threshold was crossed or reachedviii:

   A: Voting rights attached to shares

    

   Class/type of shares   Number of     Number of     % of voting % of voting
   (ISIN code if          voting rights voting rights rights      rights
   possible)              directix      indirectix    directix    indirectix
   N/A

    

   B.1: Financial Instruments according to Art. 12(1)(a) of the Transparency
   Law

    

   Type of         Expiration Exercise/  Number of voting rights that  % of
   financial       datex      Conversion    may be acquired if the     voting
   instrument                  Periodxi    instrument is exercised/    rights
                                                   converted
   Right to Recall                       8,129,812                     0.52
   Lent Securities
               SUBTOTAL B.1              8,129,812                     0.52

    

   B.2: Financial Instruments with similar economic effect according to Art.
   12(1)(b) of the Transparency Law

    

   Type of    Expiration Exercise/Conversion Physical or    Number of  % of
   financial  datex      Periodxi            cash           voting     voting
   instrument                                settlementxii  rights     rights
   Long Call  2026-11-25                     PHYSICAL       65,860,149 4.28
   OTC Swap   2028-07-18                     CASH           1,602,064  0.10
                         SUBTOTAL B.2                       67,462,213 4.38

    

   8.       Information in relation to the person subject to the notification
   obligation:

   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:

   See Separate organisational chart attached to the present notification.

    

            % of voting rights   % of voting rights             
   N Namexv  held by ultimate     through financial   Total of Directly
   °        controlling person   instruments held by    both   controlled  by
             or entity or held  ultimate controlling           (use number(s)
              directly by any    person or entity or           from       1st
             subsidiary if it   held directly by any           column)
            equals or is higher   subsidiary if it
            than the notifiable  equals or is higher
                 threshold       than the notifiable
                                      threshold
   N/A

    

   9.     In case of proxy voting:

   N/A

    

   10.      Additional informationxvi:

   Please  find  chain  of   controlled  undertakings  below,  and   attached
   organisational 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

    

                                                       Date: 2023-10-20 17:23

    

   Notes

   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  nature 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 or exiting 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:

     • in the circumstances foreseen in letter (b) of Article 9 of that Law,
       the natural person or legal entity that acquires the voting rights and
       is entitled to exercise them under the agreement and the natural
       person or legal entity who is transferring

   temporarily for consideration the voting rights;

     • in the circumstances foreseen in letter (c) of Article 9 of that Law,
       the natural person or legal entity holding the collateral, provided
       the person or entity controls the voting rights and declares its
       intention of exercising them, and natural person or

   legal entity lodging the collateral under these conditions;

     • in the circumstances foreseen in letter (d) of Article 9 of that Law,
       the natural person or legal entity who has a life interest in shares
       if that person or entity is entitled to exercise the voting rights
       attached to the shares and the natural person or legal

   entity who is disposing of the voting rights when the life interest is
   created;

     • in the circumstances foreseen in letter (e) of Article 9 of that Law,
       the controlling natural person or legal entity and, provided it has a
       notification duty at an individual level under Article 8, under
       letters (a) to (d) of Article 9 of that Law or under a

   combination of any of those situations, the controlled undertaking;

     • in the circumstances foreseen in letter (f) of Article 9 of that Law,
       the deposit taker of the shares, if he can exercise the voting rights
       attached to the shares deposited with him at his discretion, and the
       depositor of the shares allowing the deposit

   taker to exercise the voting rights at his discretion;

     • in the circumstances foreseen in letter (g) of Article 9 of that Law,
       the natural person or legal entity that controls the voting rights;
     • in the circumstances foreseen in letter (h) of Article 9 of that Law,
       the proxy holder, if he can exercise the voting rights at his

   discretion, and the shareholder who has given his proxy to the proxy
   holder allowing the latter to exercise the voting rights at his discretion
   (e.g. management companies).

   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 obligation. 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.

   viii 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 and indirect 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 delta-adjusted basis (Article 12(2)
   of the Transparency Law).

   xiii If the person subject to the notification obligation is either
   controlled and/or does control another undertaking then the second option
   applies.

   xiv The full chain of  controlled undertakings starting 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
   market always gets  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 rights  and/or financial  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.

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   Dissemination of a Regulatory Announcement, transmitted by EQS Group.
   The issuer is solely responsible for the content of this announcement.

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   ISIN:           LU1673108939, LU1673108939, XS2114459550, XS1508392625,
                   XS1634523754, XS1752984440, XS2017788592, XS2027946610,
                   XS2055106210, XS2287744721, XS1586386739, XS1639847760,
                   XS1649193403, XS1700429308, XS1715306012, XS1753814141,
                   CH0398677689, XS1761721262, XS1815135352, AU3CB0252955,
                   CA04269KAA12, XS1879567144, XS1877353786, XS1901137106,
                   XS1905592546, CH0460054437, XS1961042915, XS1964701822,
                   XS1966277748, XS1980255779, XS1999746370, XS2023872174,
                   XS2023873149, XS2198981263, XS1843435501, XS2273810510,
                   XS2421195848,
   Category Code:  MSCL
   TIDM:           IRSH
   LEI Code:       529900H4DWG3KWMBMQ39
   OAM Categories: 2.3. Major shareholding notifications
   Sequence No.:   279628
   EQS News ID:    1754279


    
   End of Announcement EQS News Service

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