28th Oct 2014 08:00
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 | 24/10/2014 | ||||||||||||||||
6. Date on which issuer notified: | 27/10/2014 | ||||||||||||||||
7. Threshold(s) that is/are crossed orreached: vi, vii | 13% | ||||||||||||||||
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 |
11,748,719
| 11,748,719 | Nil | Nil | 12,418,719 | Nil% | 13.18% | ||||||||||
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
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| Nominal | Delta | |||||||||||||||
Total (A+B+C) | |||||||||||||||||
Number of voting rights | Percentage of voting rights | ||||||||||||||||
12,418,719 | 13.18% | ||||||||||||||||
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 20th, 21st, 22nd and 24th October 2014, as of 24th October 2014, certain Shareholders had collectively purchased an additional 670,000 ordinary shares (in aggregate) in APR Energy PLC ("APR Shares"), triggering a notification requirement relating to that date. In particular:
· Zenith Insurance Company owns 2,220,800 APR Shares (consisting of 2,109,900 APR Shares it already owned prior to 20th October 2014 and 8,800 APR Shares purchased on 20th October 2014, 14,100 APR Shares purchased on 21st October 2014, and 88,000 APR Shares purchased on 24th October 2014);
· RiverStone Insurance (UK) Limited owns 1,877,370 APR Shares (consisting of 1,810,570 APR Shares it already owned prior to 20th October 2014 and 5,300 APR Shares purchased on 20th October 2014, 8,500 APR Shares purchased on 21st October 2014, and 53,000 APR Shares purchased on 24th October 2014);
· United States Fire Insurance Company owns 2,572,699 APR Shares (consisting of 2,405,799 APR Shares it already owned prior to 20th October 2014 and 13,200 APR Shares purchased on 20th October 2014, 21,200 APR Shares purchased on 21st October 2014, and 132,500 APR Shares purchased on 24th October 2014);
· Odyssey Reinsurance Company owns 2,412,850 APR Shares (consisting of 2,198,950 APR Shares it already owned prior to 20th October 2014 and 13,800 APR Shares purchased on 20th October 2014, 22,100 APR Shares purchased on 21st October 2014, 40,000 APR Shares purchased on 22nd October 2014 and 138,000 APR Shares purchased on 24th October, 2014); and
· First Capital Insurance Limited owns 1,475,000 APR Shares (consisting of 1,363,500 APR Shares it already owned prior to 20th October 2014 and 8,900 APR Shares purchased on 20th October 2014, 14,100 APR Shares purchased on 21st October 2014, and 88,500 APR Shares purchased on 24th 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 20th October 2014.
APR Energy PLC has 94,251,622 ordinary shares in issue, of which the Shareholders now collectively own 12,418,719 ordinary shares. Therefore, the Shareholders collectively hold 13.18% 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