REG - Victoria PLC - Holding(s) in Company
06/05/2022 18:30
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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 +44 (0) 1562 749 610
Geoff Wilding, Executive Chairman
Philippe Hamers, Group Chief Executive
Michael Scott, Group Finance Director
Singer Capital Markets (Nominated Adviser +44 (0) 207 496 3095
and Joint Broker)
Rick Thompson, Phil Davies, Alex Bond
Berenberg (Joint Broker) +44 (0) 203 207 7800
Ben Wright, Richard Bootle
+44 (0) 207 418 8900
Peel Hunt (Joint Broker)
Adrian Trimmings, Andrew Clark +44 (0) 20 7466 5000
Buchanan Communications (Financial PR)
Charles Ryland, Chris Lane, Tilly Abraham
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.)
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 Victoria PLC
which voting rights are attached (ii):
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 X
and transferee are wholly owned subsidiaries of Koch Industries, Inc.)
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 both in % (8.A + 8.B) Total number of voting rights held in issuer (8.A + 8.B) (vii)
(total of 8.B 1 + 8.B 2)
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 10.70% N/A 10.70%
applicable)
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 Number of voting rights (ix) % of voting rights
shares
ISIN code (if possible)
Direct Indirect Direct Indirect
(DTR5.1) (DTR5.2.1) (DTR5.1) (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 Exercise/ Number of voting rights that may be acquired if the instrument is % of voting rights
date (x)
Conversion Period (xi)
exercised/converted.
SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R
(1) (b)
Type of financial instrument Expiration Exercise/ Physical or cash Number of voting rights % of voting rights
date (x)
Conversion Period (xi)
Settlement (xii)
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 Total of both if it equals or is higher than the notifiable threshold
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 Victoria PLC
which voting rights are attached (ii):
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 X
and transferee are wholly owned subsidiaries of Koch Industries, Inc.)
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 both in % (8.A + 8.B) Total number of voting rights held in issuer (8.A + 8.B) (vii)
(total of 8.B 1 + 8.B 2)
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 N/A N/A N/A
applicable)
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 Number of voting rights (ix) % of voting rights
shares
ISIN code (if possible)
Direct Indirect Direct Indirect
(DTR5.1) (DTR5.2.1) (DTR5.1) (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 Exercise/ Number of voting rights that may be acquired if the instrument is % of voting rights
date (x)
Conversion Period (xi)
exercised/converted.
SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R
(1) (b)
Type of financial instrument Expiration Exercise/ Physical or cash Number of voting rights % of voting rights
date (x)
Conversion Period (xi)
Settlement (xii)
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 X
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 Total of both if it equals or is higher than the notifiable threshold
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 Victoria PLC
which voting rights are attached (ii):
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 X
and transferee are wholly owned subsidiaries of Koch Industries, Inc.)
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 both in % (8.A + 8.B) Total number of voting rights held in issuer (8.A + 8.B) (vii)
(total of 8.B 1 + 8.B 2)
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 10.70% N/A 10.70%
applicable)
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 Number of voting rights (ix) % of voting rights
shares
ISIN code (if possible)
Direct Indirect Direct Indirect
(DTR5.1) (DTR5.2.1) (DTR5.1) (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 Exercise/ Number of voting rights that may be acquired if the instrument is % of voting rights
date (x)
Conversion Period (xi)
exercised/converted.
SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R
(1) (b)
Type of financial instrument Expiration Exercise/ Physical or cash Number of voting rights % of voting rights
date (x)
Conversion Period (xi)
Settlement (xii)
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 Total of both if it equals or is higher than the notifiable threshold
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 Victoria PLC
which voting rights are attached (ii):
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 X
and transferee are wholly owned subsidiaries of Koch Industries, Inc.)
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 both in % (8.A + 8.B) Total number of voting rights held in issuer (8.A + 8.B) (vii)
(total of 8.B 1 + 8.B 2)
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 N/A N/A N/A
applicable)
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 Number of voting rights (ix) % of voting rights
shares
ISIN code (if possible)
Direct Indirect Direct Indirect
(DTR5.1) (DTR5.2.1) (DTR5.1) (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 Exercise/ Number of voting rights that may be acquired if the instrument is % of voting rights
date (x)
Conversion Period (xi)
exercised/converted.
SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R
(1) (b)
Type of financial instrument Expiration Exercise/ Physical or cash Number of voting rights % of voting rights
date (x)
Conversion Period (xi)
Settlement (xii)
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 X
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 Total of both if it equals or is higher than the notifiable threshold
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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