RNS Announcement
Thursday 26 May 2011
For Immediate Release
Carphone Warehouse Group plc ("Company")
TR-1: Notification of Major Interests in Shares
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1. Identity of the issuer or the underlying issuer |
Carphone Warehouse Group 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): |
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3. Full name of person(s) subject to the |
TIAA-CREF Investment Management, LLC on behalf of the accounts listed in Exhibit B
Teachers Advisors, Inc. on behalf of the funds listed in Exhibit C |
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4. Full name of shareholder(s) |
See number 3 |
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5. Date of the transaction and date on |
23 May 2011 |
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6. Date on which issuer notified: |
25 May 2011 |
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7. Threshold(s) that is/are crossed or |
3% |
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8. Notified details: |
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A: Voting rights attached to shares |
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Class/type of
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Situation previous |
Resulting situation after the triggering transaction |
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Number |
Number |
Number |
Number of voting |
% of voting rights |
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Direct |
Direct |
Indirect |
Direct |
Indirect |
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GB0008787029 |
13,851,646 |
13,851,646 |
13,242,024
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13,242,024 |
0 |
2.90% |
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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 |
Expiration |
Exercise/ |
Number of voting |
% of voting |
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N/A |
N/A |
N/A |
N/A |
N/A |
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Total (A+B) |
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Number of voting rights |
Percentage of voting rights |
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13,242,024 |
2.90% |
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9. Chain of controlled undertakings through which the voting rights and/or the |
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The College Retirement Equities Fund ("CREF") hereby informs you that on May 23, 2011, CREF sold 333,013 shares of Carphone Warehouse Group Plc, bringing its total holdings in your company to 13,083,326 shares. CREF owns these shares through two of its investment accounts, the Global Equities Account and the Stock Account. It is our understanding the total voting shares outstanding of Carphone Warehouse Group Plc are 457,054,123 bringing CREF's ownership in your company to a 2.86% level.
For your information, CREF is a U.S. based investment company, which is registered with the Securities and Exchange Commission ("SEC"). CREF has multiple investment accounts, each with separate investment objectives and policies. All assets in the accounts are beneficially owned by CREF, and all the accounts are managed by TIAA-CREF Investment Management, LLC, an SEC registered investment adviser.
Additionally, affiliates of CREF sold 276,609 shares of Carphone Warehouse Group Plc, bringing its total holdings in your company to 158,698 shares. These holdings are owned by the TIAA-CREF Funds ("Funds"), and the TIAA-CREF Life Funds ("Life Funds"), each of which are SEC registered investment companies. The Funds and Life Funds are managed by Teachers Advisors, Inc., an SEC registered investment adviser that is affiliated with TIAA-CREF Investment Management, LLC. These affiliated funds, aggregated with those of CREF, own a total of 13,242,024, or 2.90% of the outstanding voting shares of your company. Because Teachers Advisors, Inc. and TIAA-CREF Investment Management, LLC follow the same policies when voting these shares, we are aggregating the holdings for purposes of this letter.
(See Exhibit A)
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Proxy Voting: |
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10. Name of the proxy holder: |
TIAA-CREF Investment Management, LLC / Teachers Advisors, Inc. |
11. Number of voting rights proxy holder will cease |
N/A |
12. Date on which proxy holder will cease to hold |
N/A |
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Further information:
Exhibit A.
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TIAA-CREF Investment Management LLC |
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CREF Global Equities Account |
CREF Stock Account |
Total Holdings CREF |
Total Percentage Held |
Holdings as of 23 May 2011 |
8,277,790 |
5,138,549 |
13,416,339 |
2.935% |
Transactions as of 23 May 2011 |
- |
(333,013) |
(333,013) |
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Holdings as of 24 May, 2011 |
8,277,790 |
4,805,536 |
13,083,326 |
2.863% |
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Teachers Advisers Limited |
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TIAA-CREF Life Growth & Income Fund |
TIAA-CREF Funds Growth & Income Fund |
Total Holdings Mutual Funds |
Total Percentage Held |
Holdings as of 23 May 2011 |
15,000 |
420,307 |
435,307 |
0.095% |
Transactions as of 23 May 2011 |
(9,532) |
(267,077) |
(276,609) |
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Holdings as of 24 May, 2011 |
5,468 |
153,230 |
158,698 |
0.035% |
Aggregate Holdings as of 24 May 2011 |
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Total Shares Held |
13,242,024 |
Voting Shares Outstanding as of 24 May 2011 |
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Total Voting Shares |
457,054,122 |
Total Percentage Held |
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23 May 2011 |
3.031% |
24 May 2011 |
2.897% |
Exhibit B.
TIAA-CREF Investment Management, LLC
College Retirement Equities Fund ("CREF")*
· CREF Stock Account
· CREF Global Equities Account
*Registered Investment Company
Exhibit C.
Teachers Advisors, Inc.
TIAA-CREF Funds*
· Growth & Income Fund
TIAA-CREF Life Funds
· Growth & Income Fund
* Registered Investment Companies