REG-Grand City Properties S.A. Grand City Properties S.A. 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
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Grand City Properties S.A. (IRSH)
Grand City Properties S.A. 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
14-Apr-2022 / 17:55 CET/CEST
Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
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ANNEX A: 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')
NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the
CSSF)i
1. Identity of the issuer or the underlying issuer of existing shares to which
voting rights are attachedii:
Name: Grand City Properties S.A., 1 Avenue du Bois, 1251 Luxembourg, RCS
Luxembourg B 165560
LEI: 5299002QLUYKK2WBMB18
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
[ ] An event changing the breakdown of voting rights
[ ] Other (please specify)iii:
3. Details of person subject to the notification obligationiv:
Name: City and country of registered office (if
applicable):
Aroundtown SA Luxembourg, Grand Duchy of Luxembourg
4. Full name of shareholder(s) (if different from 3.)v:
N/A
5. Date on which the threshold was crossed or 14/04/2022
reachedvi:
6. Total positions of person(s) subject to the notification obligation:
% of voting % of voting Total of both Total number of
rights rights through in % (7.A + voting rights
attached to financial 7.B) of issuervii
shares (total instruments
of 7.A) (total of 7.B.1
+ 7.B.2)
Resulting situation 50.04% % 50.04% 176,187,899
on the date on
which threshold was
crossed or reached
Position of 35.95 % % 35.95%
previous
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 Number of voting rightsix % of voting rights
of shares Direct Indirect Direct Indirect
ISIN code
(if (Art. 8 of the (Art. 9 of the (Art. 8 of (Art. 9 of
possible) Transparency Law) Transparency Law) the the
Transparency Transparency
Law) Law)
LU0775917882 88,159,945 50.04% %
% %
% %
SUBTOTAL A 88,159,945 50.04%
(Direct &
Indirect)
B 1: Financial Instruments according to Art. 12(1)(a) of the Transparency Law
Type of Expiration Exercise/ Conversion Number of voting % of
financial datex Periodxi rights that may voting
instrument be acquired if rights
the instrument is
exercised/
converted.
%
%
%
SUBTOTAL B.1 %
B 2: Financial Instruments with similar economic effect according to Art.
12(1)(b) of the Transparency Law
Type of Expiration Exercise/ Physical or cash Number % of
financial datex Conversion settlementxii of voting
instrument Periodxi voting rights
rights
%
%
%
SUBTOTAL B.2 %
8. 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 (please provide a
separate organisational chart in case of a complex structure):
N Namexv % of voting rights % of voting rights Total of Directly
held by ultimate through financial both controlled by
controlling person instruments held (use number(s)
or entity or held by ultimate from 1^st
directly by any controlling person column)
subsidiary if it or entity or held
equals or is higher directly by any
than the notifiable subsidiary if it
threshold equals or is
higher than the
notifiable
threshold
1 Aroundtown SA
2 Edolaxia Group 50.04% 50.04% 1
Limited
9. In case of proxy voting:
The proxy holder named will cease to hold % and number of voting rights as of .
10. Additional informationxvi:
Edolaxia Group ltd is a subsidiary of Aroundtown SA
The previous notification of major holdings by the above mentioned parties
was on 11/05/2017
Done at Luxembourg On 14/04/2022
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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ISIN: LU0775917882, XS1130507053, XS1191320297, XS1220083551,
XS1491364953, XS1373990834, XS1654229373, XS1811181566,
XS1706939904, XS1763144604, XS1781401085, CH0401956872
Category Code: MSCL
TIDM: IRSH
LEI Code: 5299002QLUYKK2WBMB18
OAM Categories: 2.3. Major shareholding notifications
Sequence No.: 155857
EQS News ID: 1328907
End of Announcement EQS News Service
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