20th Apr 2010 07:00
Public Service Properties Investments Limited ("PSPI" or the "Company")
Holding in Company
Set out below is the full text of a TR-1 notification received from Elliott International, L.P. and Liverpool Ltd Partnership (together "Elliott") in connection with an increase in their holding to 45.66 per cent. In addition, the Company wishes to make the following further clarificatory points:
The increase in shareholding arose as a result of Elliott subscribing for new shares (including under the excess application facility) under the 8 for 15 Open Offer by PSPI, which completed on 14 April 2010.
PSPI is incorporated in the British Virgin Islands and not subject to the UK City Code on Takeovers and Mergers (the "Code"). However, under the Company's articles of association, the board is entitled, but not obliged, to suspend the voting rights attributable to any shareholder which fails to make a mandatory offer to the holders of any other shares in the Company within 21 days of it acquiring shares which would, had the Company been subject to the Code, have obliged the shareholder to make such a mandatory offer.
As more fully described in the open offer prospectus (available on the Company's website at www.pspiltd.com), the board has agreed and resolved to not suspend Elliott's voting rights, which increased to above 30 per cent. as a result of Elliott's participation in the open offer. The Company and Elliott have entered into a relationship agreement which seeks to ensure that the Company will be capable of operating independently of Elliott.
TR-1(i): NOTIFICATION OF MAJOR INTERESTS IN SHARES
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:
Public Service Properties Investments Limited
2. Reason for the notification (please state Yes/No): ( )
An acquisition or disposal of voting rights: ( Yes )
An acquisition or disposal of financial instruments which may result in the acquisition of shares already issued to which voting rights are attached: ( )
An event changing the breakdown of voting rights: ( )
Other (please specify): ( )
3. Full name of person(s) subject to the notification obligation:
Elliott International, L.P, Liverpool Ltd Partnership
4. Full name of shareholder(s) (if different from 3.):
N/A
5. Date of the transaction (and date on which the threshold is crossed or reached if different):
14 April 2010
6. Date on which issuer notified:
16 April 2010
7. Threshold(s) that is/are crossed or reached:
45%
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 |
VGG729641024 |
19,724,000 |
19,724,000 |
Resulting situation after the triggering transaction
Class/type of shares if possible using the ISIN CODE |
Number of shares |
Number of voting rights |
% of voting rights |
||
|
Direct |
Direct |
Indirect |
Direct |
Indirect |
VGG729641024
|
46,769,152 |
46,769,152 |
|
45.6551% |
|
B: Qualifying Financial Instruments
Resulting situation after the triggering transaction
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 |
|
|
|
|
|
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments
Resulting situation after the triggering transaction (xii)
Type of financial instrument |
Exercise price |
Expiration date |
Exercise/Conversion Period |
Number of voting rights instrument refers to |
% of voting rights |
|
|
|
|
|
|
Nominal |
Delta |
|
|
|
|
|
|
|
Total (A+B+C)
Number of voting rights |
% of voting rights |
46,769,152 |
45.6551% |
9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable:
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:
14. Contact name:
Charlie Eckley
15. Contact number:
020 3009 1135
Related Shares:
PSPI.L