20th Oct 2014 17:12
For filings with the FCA include the annex | |||||||||||||||||
For filings with issuer exclude the annex | |||||||||||||||||
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi | |||||||||||||||||
1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached: ii | APR Energy PLC | ||||||||||||||||
2 Reason for the notification (please tick the appropriate box or boxes): | |||||||||||||||||
An acquisition or disposal of voting rights | ü | ||||||||||||||||
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached | |||||||||||||||||
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments | |||||||||||||||||
An event changing the breakdown of voting rights | |||||||||||||||||
Other (please specify): | |||||||||||||||||
3. Full name of person(s) subject to thenotification obligation: iii | Fairfax Financial Holdings Limited ("FFHL") | ||||||||||||||||
4. Full name of shareholder(s) (if different from 3.):iv | United States Fire Insurance Company Odyssey Reinsurance Company Zenith Insurance Company RiverStone Insurance (UK) Limited Advent Capital (Holdings) Limited Newline Corporate Name Limited First Capital Insurance Limited (together, the "Shareholders") | ||||||||||||||||
5. Date of the transaction and date onwhich the threshold is crossed orreached: v | 16/10/2014 | ||||||||||||||||
6. Date on which issuer notified: | 20/10/2014 | ||||||||||||||||
7. Threshold(s) that is/are crossed orreached: vi, vii | 12% | ||||||||||||||||
8. Notified details: | |||||||||||||||||
A: Voting rights attached to shares viii, ix | |||||||||||||||||
Class/type ofshares if possible usingthe ISIN CODE | Situation previousto the triggeringtransaction | Resulting situation after the triggering transaction | |||||||||||||||
NumberofShares | NumberofVotingRights | Numberof shares | Number of votingrights | % of voting rights x | |||||||||||||
Direct | Direct xi | Indirect xii | Direct | Indirect | |||||||||||||
ordinary shares
ISIN CODE: GB00B58D4C52 | 10,689,719 | 10,689,719 | Nil | Nil | 11,748,719
| Nil% | 12.47% | ||||||||||
B: Qualifying Financial Instruments | |||||||||||||||||
Resulting situation after the triggering transaction | |||||||||||||||||
Type of financialinstrument | Expirationdate xiii | Exercise/Conversion Period xiv | Number of votingrights that may beacquired if theinstrument isexercised/ converted. | % of votingrights | |||||||||||||
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi | |||||||||||||||||
Resulting situation after the triggering transaction | |||||||||||||||||
Type of financialinstrument | Exercise price | Expiration date xvii | Exercise/Conversion period xviii | Number of voting rights instrument refers to
| % of voting rights xix, xx
| ||||||||||||
| Nominal | Delta | |||||||||||||||
Total (A+B+C) | |||||||||||||||||
Number of voting rights | Percentage of voting rights | ||||||||||||||||
11,748,719
| 12.47% | ||||||||||||||||
9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable: xxi | |||||||||||||||||
Further to transactions carried out on 2nd, 14th and 16th October 2014, as of 16th October 2014, certain Shareholders had collectively purchased an additional 1,059,000 ordinary shares (in aggregate) in APR Energy PLC ("APR Shares"), triggering a notification requirement relating to that date. In particular:
· Zenith Insurance Company owns 2,109,900 APR Shares (consisting of 1,923,500 APR Shares it already owned prior to 16th October 2014 and 22,000 APR Shares purchased on 2nd October 2014, 21,100 APR Shares purchased on 14th October 2014, and 143,300 APR Shares purchased on 16th October 2014);
· RiverStone Insurance (UK) Limited owns 1,810,570 APR Shares (consisting of 1,698,270 APR Shares it already owned prior to 16th October 2014 and 13,300 APR Shares purchased on 2nd October 2014, 12,700 APR Shares purchased on 14th October 2014, and 86,300 APR Shares purchased on 16th October 2014);
· United States Fire Insurance Company owns 2,405,799 APR Shares (consisting of 2,125,199 APR Shares it already owned prior to 16th October 2014 and 33,100 APR Shares purchased on 2nd October 2014, 31,800 APR Shares purchased on 14th October 2014, and 215,700 APR Shares purchased on 16th October 2014);
· Odyssey Reinsurance Company owns 2,198,950 APR Shares (consisting of 1,906,750 APR Shares it already owned prior to 16th October 2014 and 34,500 APR Shares purchased on 2nd October 2014, 33,100 APR Shares purchased on 14th October 2014, and 224,600 APR Shares purchased on 16th October, 2014);
· First Capital Insurance Limited owns 1,363,500 APR Shares (consisting of 1,176,000 APR Shares it already owned prior to 16th October 2014 and 22,100 APR Shares purchased on 2nd October 2014, 21,300 APR Shares purchased on 14th October 2014, and 144,100 APR Shares purchased on 16th October, 2014).
Advent Capital (Holdings) Limited already owned 228,000 APR Shares and Newline Corporate Name Limited already owned 1,632,000 APR Shares, prior to 2nd October 2014.
APR Energy PLC has 94,251,622 ordinary shares in issue, of which the Shareholders now collectively own 11,748,719 ordinary shares. Therefore, the Shareholders collectively hold 12.47% of the voting rights in APR Energy PLC.
Each of: (i) United States Fire Insurance Company; (ii) Odyssey Reinsurance Company; (iii) Zenith Insurance Company; (iv) RiverStone Insurance (UK) Limited; (v) Advent Capital (Holdings) Limited; and (vi) Newline Corporate Name Limited is held 100% directly or indirectly by FFHL, and First Capital Insurance Limited is held 97.70% indirectly by FFHL. | |||||||||||||||||
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Proxy Voting: | ||
10. Name of the proxy holder: | N/A | |
11. Number of voting rights proxy holder will ceaseto hold: | N/A | |
12. Date on which proxy holder will cease to holdvoting rights: | N/A | |
13. Additional information: | ||
14. Contact name: | Paul Rivett, President Derek Bulas, AVP, Legal | |
15. Contact telephone number: | Tel: +1.416.367.4941 | |
Related Shares:
APR.L