16th Sep 2010 07:00
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES |
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1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: |
Shed Media 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 |
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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): |
) Termination of an agreement to dispose of voting rights |
X |
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3. Full name of person(s) subject to the notification obligation: |
Aviva plc & its subsidiaries |
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4. Full name of shareholder(s) (if different from 3.): |
Registered Holder: BNY Norwich Union Nominees Limited 289,471* Chase (GA Group) Nominees Limited 1,897,992* Mellon Bank NA 6,720,902 *denotes direct interest
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5. Date of the transaction and date on which the threshold is crossed or reached: |
Date of transaction: 1 June 2010 Date on which threshold crossed: 14 September 2010 |
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6. Date on which issuer notified: |
15 September 2010 |
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7. Threshold(s) that is/are crossed or reached: |
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8. Notified details: |
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A: Voting rights attached to shares |
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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 |
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Direct |
Direct |
Indirect |
Direct |
Indirect |
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Ordinary Shares |
2,910,987 |
2,910,987
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8,908,365
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2,187,463
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6,720,902
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2.52%
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7.74% |
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GB00B05MGS05 |
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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 |
Exercise/ Conversion Period |
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 |
Exercise/ Conversion period |
Number of voting rights instrument refers to
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% of voting rights
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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 |
8,908,365 |
10.26% |
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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The voting rights are managed and controlled by Aviva Investors Global Services Limited and Cyrte Investments BV, with the following chain of controlled undertakings:-
Aviva Investors Global Services Limited: ·; Aviva plc (Parent Company) ·; Aviva Group Holdings Limited (wholly owned subsidiary of Aviva plc) ·; Aviva Investors Holdings Limited (wholly owned subsidiary of Aviva Group Holdings Limited) ·; Aviva Investors Global Services Limited (wholly owned subsidiary of Aviva Investors Holdings Limited)
Cyrte Investments BV: ·; Aviva plc (Parent Company) ·; Aviva Group Holdings Limited (wholly owned subsidiary of Aviva plc) ·; Aviva International Insurance Limited (wholly owned subsidiary of Aviva Group Holdings Limited) ·; Aviva Insurance Limited (wholly owned subsidiary of Aviva International Insurance Limited) ·; Aviva International Holdings Limited (wholly owned subsidiary of Aviva Insurance Limited) ·; CGU International Holdings BV (wholly owned subsidiary of Aviva International Holdings Limited) ·; Delta Lloyd NV (majority owned subsidiary of CGU International Holdings BV) ·; Cyrte Investments BV (majority owned subsidiary of Delta Lloyd NV)
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Proxy Voting: |
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10. Name of the proxy holder: |
See Section 4 |
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11. Number of voting rights proxy holder will cease to hold: |
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12. Date on which proxy holder will cease to hold voting rights: |
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13. Additional information: |
On 1 June 2010, Zodiak Entertainment S.A.S. ("ZEN") entered into a conditional sale and purchase agreement with (among others) CF I Invest C.V. and Cyrte Investments B.V. pursuant to which ZEN agreed to purchase 6,720,902 ordinary shares (the "Shares") in Shed Media PLC (the "SPA"). On 28 July 2010, the final condition to the Sale Agreement beyond the control of the parties was satisfied.
Other conditions to the Sale Agreement, which were within the control of the parties, remained outstanding after that date and the transfer of the Shares to ZEN was therefore not completed on the 28 July 2010.
On 14 September 2010, which was the due date for completion of the transfer of the Shares, CF I Invest C.V. exercised its right under the SPA to terminate the SPA. This right became exercisable due to the closing mid market price of ordinary shares in Shed Media PLC as quoted on the AIM market of the London Stock Exchange on the business day prior to completion of the SPA being more than 25% higher than the consideration per Share payable under the SPA.
Percentage figures in this notification are based on a total number of voting rights in Shed Media PLC of 86,833,639 as announced by Shed Media PLC on 8 July 2010. |
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14. Contact name: |
Neil Whittaker |
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15. Contact telephone number: |
01603 684420 |
Related Shares:
Aviva