21st Jun 2010 17:25
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TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi |
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1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: ii |
Brewin Dolphin Plc |
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2 Reason for the notification (please tick the appropriate box or boxes): |
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An acquisition or disposal of voting rights |
x |
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An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached |
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An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments |
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An event changing the breakdown of voting rights |
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Other (please specify): |
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3. Full name of person(s) subject to the notification obligation: iii |
BT Pension Scheme Trustees Limited as trustee of the BT Pension Scheme. See Section 9 for further information. |
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4. Full name of shareholder(s) (if different from 3.):iv |
N/A |
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5. Date of the transaction and date on which the threshold is crossed or reached: v |
18 June 2010 |
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6. Date on which issuer notified: |
21 June 2010 |
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7. Threshold(s) that is/are crossed or reached: vi, vii |
From 5% to 4% |
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8. Notified details: |
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A: Voting rights attached to shares viii, ix |
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Class/type of shares if possible using the ISIN CODE |
Situation previous to the triggering transaction |
Resulting situation after the triggering transaction |
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Number of Shares |
Number of Voting Rights |
Number of shares |
Number of voting rights |
% of voting rights x |
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Direct |
Direct xi |
Indirect xii |
Direct |
Indirect |
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GB0001765816 0176581 |
13,471,593 |
13,471,593 |
N/A |
N/A |
11,466,672 |
N/A |
4.982% |
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B: Qualifying Financial Instruments |
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Resulting situation after the triggering transaction |
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Type of financial instrument |
Expiration date xiii |
Exercise/ Conversion Period xiv |
Number of voting rights that may be acquired if the instrument is exercised/ converted. |
% of voting rights |
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C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi |
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Resulting situation after the triggering transaction |
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Type of financial instrument |
Exercise price |
Expiration date xvii |
Exercise/ Conversion period xviii |
Number of voting rights instrument refers to
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% of voting rights xix, xx
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Nominal |
Delta |
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Total (A+B+C) |
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Number of voting rights |
Percentage of voting rights |
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11,466,672 |
4.982% |
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9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable: xxi |
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BT Pension Scheme Trustees Limited, as trustee of the BT Pension Scheme ("BTPS") is the parent undertaking of Britel Fund Nominees Limited and Britel Fund Trustees Limited, which is the parent undertaking of Hermes Fund Managers Limited ("HGML"). HGML is the parent undertaking of:
1. Hermes Equity Ownership Services Limited ("HEOS") (voting rights: 0.193%)
2. Hermes Investment Management Limited ("HIML") (voting rights: 0.282%)
3. Hermes Focus Asset Management Limited ("HFAM")** as General Partner of the following limited partnerships:
a. Hermes UK Specialist Focus Fund ("HUKSFF") (voting rights: 2.923%) b. Hermes European Focus Fund ("HEFF") (voting rights: 1.584%) ****
This notification is also being made in respect of HEOS, which is an indirect holder of shares for the purpose of DTR 5.2.1(h). The voting rights include the following: (i) all of the voting rights of the underlying clients of HEOS for whom it provides voting services; (ii) all of the voting rights attaching to the direct shareholders of BTPS; (iii) all of the voting rights attaching to shares managed by HIML; and (iv) the voting rights attaching to the direct shareholding of BTPS that are managed by HSL.
** This notification is also being made in respect of HFAM, which is an indirect holder of shares for the purpose of DTR 5.2.1(h) and has an individual notification obligation under DTR 5.1.5
**** HEFF has two general partners; HFAM and Hermes Focus Asset Management Europe Limited ("HFAME"). Under a business transfer agreement between HFAM and HFAME ("BTA"), HFAME has delegated the voting obligations to HFAM.
Please see Section 13 for further information.
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Proxy Voting: |
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10. Name of the proxy holder: |
See Comment in Section 13 |
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11. Number of voting rights proxy holder will cease to hold: |
See Comment in Section 13
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12. Date on which proxy holder will cease to hold voting rights: |
See Comment in Section 13 |
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13. Additional information: |
HEOS hold the voting rights under a standing proxy contained in agreements for the provision of voting services to various underlying clients for the purposes of DTR 5.2.1(h), which includes all of the shares owned directly by BTPS, all of the voting rights attaching to shares managed by HIML and the voting rights attaching to the direct shareholders of BTPS that are managed by HSL.
HIML hold the voting rights under a standing proxy contained in investment management agreements with various underlying clients (which may include BTPS) for the purposes of DTR 5.2.1(h).
HFAM hold the voting rights as General Partner under a standing proxy contained in limited partnership agreements with various limited partnerships for the purposes of DTR 5.2.1(h).
HFAME hold the voting rights as General Partner under a standing proxy contained in limited partnership agreements with various limited partnerships for the purposes of DTR 5.2.1(h).
All voting rights held on behalf of the above entities are aggregated for the purposes of DTR 5.2.1(e). |
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14. Contact name: |
Fowzia Hussain ([email protected]) |
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15. Contact telephone number: |
020 7680 8017 |
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Note: Annex should only be submitted to the FSA not the issuer |
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Annex: Notification of major interests in share |
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A: Identity of the persons or legal entity subject to the notification obligation |
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Full name (including legal form of legal entities)
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BT Pension Scheme Trustees Limited |
Contact address (registered office for legal entities)
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1 Portsoken Street, London E1 8HZ |
Phone number & email
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020 7702 0888 |
Other useful information (at least legal representative for legal persons)
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BT Pension Scheme Trustees Limited is the parent undertaking of the group of companies subject to the notification obligation as indirect holders of voting rights for the purpose of DTR 5.2.1(h) and 5.2.1(e). |
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B: Identity of the notifier, if applicable |
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Full name
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Hermes Fund Managers Limited as agent for BT Pension Scheme Trustees Limited |
Contact address
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1 Portsoken Street, London E1 8HZ |
Phone number & email
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020 7680 2177 |
Other useful information (e.g. functional relationship with the person or legal entity subject to the notification obligation) |
Hermes Fund Managers Limited acts as the authorised administration agent on behalf of BT Pension Sceme Trustees Limited. |
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C: Additional information |
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Please contact Fowzia Hussain on the above number for further information. Copy to Company Secretary [email protected] [email protected]. |
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For notes on how to complete form TR-1 please see the FSA website. |
Related Shares:
BRW.L