REG - Keywords Studios PLC - Holding(s) in Company
RNS Number : 2796VKeywords Studios PLC05 August 2020TR-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 attachedii:
Keywords Studios plc (Company No. 08548351)
1b. Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate)
Non-UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with an "X")
An acquisition or disposal of voting rights
X
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
TIAA-CREF Investment Management, LLC on behalf of the accounts listed in Exhibit B.
Teachers Advisors, LLC on behalf of the fund
listed in Exhibit C.
Nuveen Asset Management, LLC on behalf of the account listed in Exhibit D.
City and country of registered office (if applicable)
TIAA-CREF Investment Management, LLC - New York, USA
Teachers Advisors, LLC. - New York, USA
Nuveen Asset Management, LLC. - Chicago, USA
4. Full name of shareholder(s) (if different from 3.)v
Name
See Number 3.
City and country of registered office (if applicable)
See Number 3.
5. Date on which the threshold was crossed or reachedvi:
04 August 2020
6. Date on which issuer notified (DD/MM/YYYY):
05 August 2020
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 of issuervii
Resulting situation on the date on which threshold was crossed or reached
3.063%
0%
3.063%
73,337,424
Position of previous notification (if
applicable)
2.840%
0%
2.840%
8. 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
sharesISIN code (if possible)
Number of voting rightsix
% of voting rights
Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)
Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)
Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
GB00BBQ38507
2,246,345
0%
3.063%
0%
SUBTOTAL 8. A
2,246,345
3.063%
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial instrument
Expiration
datexExercise/
Conversion PeriodxiNumber of voting rights that may be acquired if the instrument is
exercised/converted.
% of voting rights
N/A
N/A
N/A
N/A
N/A
SUBTOTAL 8. B 1
N/A
N/A
B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
Type of financial instrument
Expiration
datexExercise/
Conversion Period xiPhysical or cash
settlementxii
Number of voting rights
% of voting rights
N/A
N/A
N/A
N/A
N/A
N/A
SUBTOTAL 8.B.2
N/A
N/A
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) issuerxiii
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 add additional rows as necessary)
Namexv
% 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
TIAA-CREF Investment Management, LLC/ Teachers Advisors, LLC/ Nuveen Asset Management, LLC
The number and % of voting rights held
N/A
The date until which the voting rights will be held
N/A
11. Additional informationxvi
The College Retirement Equities Fund ("CREF") hereby informs you that on August 4, 2020, CREF bought 85,108 voting shares of Keywords Studios plc, bringing its ownership to 1,374,413 voting shares, equivalent to a 1.874% voting share ownership percentage of Keywords Studios plc. CREF owns these shares through two of its investment accounts: the Global Equities Account and the Stock Account. It is our understanding the total voting shares outstanding is 73,337,424.
For your information, CREF is a U.S. based investment company, which is registered with the Securities and Exchange Commission ("SEC"). CREF has multiple investment accounts, each with separate investment objectives and policies. All assets in the accounts are beneficially owned by CREF, and all the accounts are managed by TIAA-CREF Investment Management, LLC ("TCIM"), an SEC registered investment adviser.
Additionally, a fund managed by an affiliate of CREF, Teachers Advisors, LLC ("TAL"), owns 757,886 voting shares of Keywords Studios plc equivalent to a 1.033% voting share ownership percentage of Keywords Studios plc. These holdings are owned by mutual funds which are investment portfolios of the TIAA-CREF Funds or the TIAA-CREF Life Funds (collectively, the "Funds"). The Funds are SEC registered investment companies and the Funds are managed by Teachers Advisors, LLC ("TAL"), an SEC registered investment adviser that is affiliated with TCIM.
In addition, Nuveen Asset Management, LLC ("NAM"), an affiliate of CREF, owns 114,046 voting shares of Keywords Studios plc, equivalent to a 0.156% voting share ownership percentage of Keywords Studios plc held through the separate accounts that it advises.
A total of 2,246,345 voting shares or 3.063% of the outstanding voting shares of Keywords Studios plc are owned, in aggregate, by CREF and these affiliated funds and accounts. TAL and TCIM follow the same policies when voting on behalf of CREF and the Funds. Additionally, each of TAL, TCIM and NAM separately and independently vote all proxies for shares held in Keywords Studios plc. We are therefore aggregating the holdings in Keywords Studios plc as requested by the current FCA Disclosure and Transparency Rules for purposes of this form.
(See Exhibit A)
Place of completion
TIAA-CREF Investment Management, LLC, 730 Third Avenue, New York, New York 10017-3206 USA
Date of completion
05 August 2020
Exhibit A
TIAA-CREF
Summary of Holdings in Keywords Studios plc
Between January 2, 2018 - January 3, 2019
TIAA-CREF Investment Management LLC ("CREF")
Teachers Advisors LLC
TCIM & TAL Aggregate Holdings
Global Equities Account
Stock Account
Total CREF Holdings
Total CREF %
TIAA-CREF International Opportunities Fund
Total Mutual Funds %
Total Holdings
Total %
Holdings as of August 3, 2020
739,784
549,521
1,289,305
1.758%
757,886
1.033%
2,047,191
2.791%
Transactions as of August 4, 2020
-
85,108
85,108
0.116%
-
0.000%
85,108
0.116%
Holdings as of January 4, 2020
739,784
634,629
1,374,413
1.874%
757,886
1.033%
2,132,299
2.908%
Total Voting Shares Outstanding August 4 2020
63,779,193
Nuveen Asset Management, LLC (NAM)
NAM
Total NAM Holdings
Total NAM %
Holdings as of August 3, 2020
114,046
114,046
0.156%
Transactions as of August 4, 2020
-
-
Holdings as of August 4, 2019
114,046
114,046
0.156%
Total Combined as of August 4, 2020
Total Percentage as of August 4, 2020
2,246,345
3.063%
Exhibit B
TIAA-CREF Investment Management, LLC
College Retirement Equities Fund ("CREF") *
· CREF Stock Account
· CREF Global Equities Account
* Registered Investment Company
Exhibit C
Teachers Advisors, LLC
TIAA-CREF Funds *
· International Opportunities Fund
* Registered Investment Company
Exhibit D
· Nuveen Asset Management, LLC*
* Registered Investment Adviser.
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