6th Feb 2017 09:59
Punch Taverns plc (the "Company") 6 February 2017
TR-1 NOTIFICATION OF MAJOR INTERESTS IN SHARES
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:
Punch Taverns plc ("Punch")
2. Reason for the notification (please tick the appropriate box or boxes)
An acquisition or disposal of voting rights: |
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An acquisition or disposal of financial instruments which may result in the acquisition of shares already issued to which voting rights are attached: | X |
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: |
|
Other (please specify): |
|
3. Full name of person(s) subject to the notification obligation:
Heineken UK Limited ("Heineken")
4. Full name of shareholder(s) (if different from 3):
N/A
5. Date of the transaction (and date on which the threshold if crossed or reached if different):
3 February 2017
6. Date on which issuer notified:
6 February 2017
7. Threshold(s) that is/are crossed or reached:
Above 28%
8. Notified details:
A: Voting rights attached to shares
Class/type of shares if possible using the ISIN CODE | Situation previous to the triggering transaction | |
Number of shares | Number of voting rights | |
GB00BPXRVT80 | N/A | N/A |
Resulting situation after the triggering transaction | ||||
Number of shares | Number of voting rights | % of voting rights | ||
Direct | Direct | Indirect | Direct | Indirect |
N/A | N/A | N/A | N/A | N/A |
B: Qualifying Financial Instruments
Resulting situation after the triggering transaction | ||||
Type of financial instrument | Expiration date | Exercise/Conversion/Period Date | Number of voting rights that may be acquired if the instrument is exercised/ converted | % of voting rights |
Put options in respect of ordinary shares of 0.9572 pence each | See additional information below | See additional information below |
63,310,488 |
28.5% |
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments
Resulting situation after the triggering transaction | ||||||
Type of financial instrument | Exercise price | Expiration date | Exercise/Conversion/Period Date | Number 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 | Nominal | Delta |
N/A | N/A | |||||
Total (A+B+C)
Number of voting rights | % of voting rights |
63,310,488 | 28.5% |
9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable:
N/A
Proxy Voting:
10. Name of the proxy holder:
11. Number of voting rights proxy holder will cease to hold:
12. Date on which proxy holder will cease to hold voting rights:
13. Additional information:
The ordinary shares of 0.9572 pence each in Punch referred to in paragraph 8(B) above were purchased by Vine Acquisitions Limited ("Bidco") on 3 February 2017 (the "Purchased Shares").
On 3 February 2017, pursuant to a preliminary agreement entered into between, among others, Bidco and Heineken, Heineken granted two put options to Bidco in respect of the Purchased Shares:
1. If all Purchased Shares have not been sold (at the direction of Heineken) within 12 months following the date on which the offer by Bidco for Punch (the "Offer") announced on 15 December 2016 (the "Rule 2.7 Announcement") lapses under the Takeover Code as a result of a failure to satisfy the competition condition set out in paragraph 3(a) of Appendix 1 to the Rule 2.7 Announcement (the "Competition Condition"), Bidco shall have the right to require Heineken to acquire any Purchased Shares held by it at that time at 180 pence per Punch Share; and
2. Where the Offer is the highest offer available to Punch shareholders but is unsuccessful for any reason (other than as a result of a failure to satisfy the Competition Condition), if, on or before the date which is 4 months after the date on which the Offer lapses under the Takeover Code (the "Reference Date"), Heineken requests that Bidco continues to hold any Purchased Shares, then following a 8-month period after the Reference Date, Bidco shall have the right to require Heineken to acquire any Purchased Shares held by it at 180 pence per Punch share.
14. Contact name:
Francesca Appleby, Financial Reporting Manager
15. Contact telephone number:
01283 501 600
Related Shares:
Punch Taverns PLC