Holding(s) in Company

Holding(s) in Company

Smurfit Kappa Group PLC

STANDARD FORM TR-1

VOTING RIGHTS ATTACHED TO SHARES– ARTICLE 12(1) OF DIRECTIVE 2004/109/EC

FINANCIAL INSTRUMENTS – ARTICLE 11(3) OF THE COMMISSION DIRECTIVE 2007/14/EC

1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:

Smurfit Kappa Group Plc

2. Reason for the notification (please tick the appropriate box or boxes):

[ X] an acquisition or disposal of voting rights

[ ] 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

3. Full name of person(s) subject to the notification obligation:

Morgan Stanley

4. Full name of shareholder(s) (if different from 3.):

Morgan Stanley & Co. International plc

5. Date of the transaction and date on which the threshold is crossed or reached:

29.06.2015

6. Date on which issuer notified: 01.07.2015

7. Threshold(s) that is/are crossed or reached: 3%, 4% and 5%

8. Notified details:

A) Voting rights attached to shares

Class/type of shares (if possible using the ISIN CODE)

Â

Situation previous to the Triggering transaction

Â

Resulting situation after the triggering transaction

Number of Shares

Â

Number of Voting rights

Number of shares

Â

Number of voting rights

Â

% of voting rights

Direct

Direct

Â

Indirect

Direct

Â

Indirect

IE00B1RR8406

Below 3%

Below 3%

11,415,613

11,415,613

Â

4.87%

Â

Â

Â

Â

Â

Â

Â

Â

Â

SUBTOTAL A (based on aggregate voting rights)

Below 3%

Below 3%

11,415,613

11,415,613

4.87%

B) Financial Instruments
Resulting situation after the triggering transaction
Type of financial instrument	Â	Expiration Date	Â	Exercise/Conversion Period/ Date	Â	Number of voting rights that may be acquired if the instrument is exercised/converted	Â	% of voting rights
Physically Settled Call Option		18/09/2015		18/09/2015		350,000		0.15%
Â		Â		Â		Â		Â
				SUBTOTAL B (in relation to all expiration dates)		350,000		0.15%

Total (A+B)	Â	number of voting rights	Â	% of voting rights
11,765,613		11,765,613		5.01%

9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable:

Morgan Stanley & Co. International plc, 25 Cabot Square, Canary Wharf, London E14 4QA is a direct holder of 11,765,497 voting rights (5.01%) and is a subsidiary of Morgan Stanley Investments (UK)

Morgan Stanley Investments (UK), 20 Bank Street, Canary Wharf, London, E14 4AD is an indirect holder of 11,765,497 voting rights (5.01%) and is a subsidiary of Morgan Stanley UK Group

Morgan Stanley UK Group, 25 Cabot Square, Canary Wharf, London E14 4QA is an indirect holder of 11,765,497 voting rights (5.01%) and is a subsidiary of Morgan Stanley Group (Europe)

Morgan Stanley Group (Europe), 20 Bank Street, Canary Wharf, London, E14 4AD is an indirect holder of 11,765,497 voting rights (5.01%) and is a subsidiary of Morgan Stanley International Limited

Morgan Stanley International Limited, 25 Cabot Square, Canary Wharf, London E14 4QA is an indirect holder of 11,765,497 voting rights (5.01%) and is a subsidiary of Morgan Stanley International Holdings Inc.

Morgan Stanley International Holdings Inc., The Corporation Trust Company, Corporation Trust Centre, 1209 Orange Street, Wilmington, Delaware DE 19801, USA is an indirect holder of 11,765,497 voting rights (5.01%) and is a subsidiary of Morgan Stanley

10. In case of proxy voting: [name of the proxy holder] will cease to hold [number] voting rights as of [date].

11. Additional information:

View source version on businesswire.com: http://www.businesswire.com/news/home/20150701005935/en/