26th Sep 2012 14:51
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES |
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: |
SkyePharma PLC |
2 Reason for the notification (please tick the appropriate box or boxes): | ||
An acquisition or disposal of voting rights | X | |
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 | X | |
An event changing the breakdown of voting rights | ||
Other (please specify): |
| |
3. Full name of person(s) subject to the notification obligation:
|
Zazove Associates, LLC |
4. Full name of shareholder(s) (if different from 3.):
| National Railroad Retirement Investment Trust Virginia Retirement System |
5. Date of the transaction and date on which the threshold is crossed or reached:
| 24 September 2012 |
6. Date on which issuer notified:
| 25 September 2012 |
7. Threshold(s) that is/are crossed or reached:
| 18% |
8. Notified details: | |||||||
A: Voting rights attached to shares
| |||||||
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 | |||
Direct | Direct | Indirect | Direct | Indirect | |||
Ordinary Shares GBP1
GB00B3BFNB64 | Nil | Nil | 8,605,041 | 8,605,041 | 18.65% | ||
B: Qualifying Financial Instruments | ||||
Resulting situation after the triggering transaction
| ||||
Type of financialinstrument | Expirationdate | Exercise/ConversionPeriod | Number of votingrights that may beacquired if theinstrument isexercised/ converted.
| % of votingrights |
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments | ||||||
Resulting situation after the triggering transaction
| ||||||
Type of financialinstrument | Exerciseprice | Expirationdate | Exercise/Conversionperiod | Number of votingrights instrumentrefers to | % of voting rights
| |
Convertible Bond | Each £1,000 of the principal amount convert into 269.5418 Shares (but see 13 below) | 4 May 2012 | N/A | Nil | Nominal | Delta
|
Nil | N/A |
Total (A+B+C)
| |
Number of voting rights | Percentage of voting rights |
18,605,041 | 18.65% |
9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable: |
The Reporting Person is an investment advisor with discretionary authority over portfolios that, in the aggregate, held £31,989,000 principal amount of SkyePharma PLC's 6% convertible bonds that mature 4 May 2012 (the "Convertible Bonds"). The convertible Bonds were exchanged as of 24 September 2012 for ordinary shares and additional consideration. The ordinary shares are held by the following undertakings that hold in excess of 3% based on current shares outstanding:
National Railroad Retirement Investment Trust (1,546,750 shares; 3.35% of current shares outstanding) Virginia Retirement System (1,570,960; 3.41% of current shares outstanding) |
Proxy Voting:
| |
10. Name of the proxy holder:
| None |
11. Number of voting rights proxy holder will cease to hold:
|
N/A |
12. Date on which proxy holder will cease to hold voting rights:
|
N/A |
13. Additional information:
| Zazove Associates, LLC acquired these shares on behalf of its portfolio clients following the issue of ordinary shares on 24 September 2012 on conversion of convertible bonds at 269 shares per £1,000 of convertible bonds held and the remaining 2024 bonds no longer have any rights to convert into ordinary shares |
14. Contact name:
| John Murphy |
15. Contact telephone number:
| 020 7881 1174 |
Related Shares:
SKP.L