Holding(s) in Company
Spirent Communications PLC
02 October 2007
TR-1: Notification of Major Interests in Shares
1. Identity of the issuer or the underlying issuer of existing shares to
which voting rights are attached: Spirent Communications plc
2. Reason for notification (yes/no)
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
Other (please specify): Decrease in the number of total voting rights in Spirent
Communications plc resulting from the on-going share buy-back programme X
3. Full name of person(s) subject to
notification obligation: (i) Sherborne Investors GP, LLC;
(ii) Sherborne Investors LP;
(iii) Craig L. McKibben;
(iv) Gerard L Eastman, Jr; and
(v) Edward Bramson.
4. Full name of shareholder(s) (if different from 3): Noted below
Person named in Shareholder No of shares
3 above
(i) - (iv) Hanover Nominees Limited 130,250,000 ordinary shares
(aggregate)
(v) (a) Hanover Nominees Limited 130,250,000 ordinary shares
(aggregate)
(b) Merrill Lynch, Pierce, Fenner & 20,000 ordinary shares
Smith, Inc
5. Date of transaction (and date on which the threshold is
crossed or reached if different):
October 1, 2007 (being the date of the most recent TVR announcement)
6. Date on which issuer notified: October 2, 2007
7. Threshold(s) that is/are crossed or reached:
(i) Sherborne Investors GP, LLC - 15% (aggregate);
(ii) Sherborne Investors LP - 15% (aggregate);
(iii) Craig L. McKibben - 15% (aggregate);
(iv) Gerard L Eastman, Jr - 15% (aggregate); and
(v) Edward Bramson - 15% (aggregate).
Please note, for the purposes of this TR-1 notification
the only entities who have triggered a new notification
obligation under the Disclosure and Transparency Rules
are those entities noted in 3 above. None of Hayden
Investors Partners, LLC; Hayden Investors Partners II,
LLC; Sherborne Strategic Fund A, LLC or Sherborne
Strategic Fund B, LLC have reached, exceeded or fallen
below a relevant threshold as a result of Spirent
Communications plc's recent buy-back programme.
8. Notified Details
A: Voting rights attached to shares
Class/type of Situation previous to the Resulting situation after the triggering transaction
shares triggering transaction
Number of Number of Number of Number of voting rights Percentage of voting rights
If possible use shares voting rights shares
ISIN code
Direct Direct Indirect Direct Indirect
Ordinary shares 130,250,000 130,250,000 130,250,000 N/A 130,250,000 N/A 15.13%
ISIN: GB0004726096
Ordinary shares 20,000 20,000 20,000 20,000 N/A 0.002% N/A
ISIN: GB0004726096
B: Financial Instruments
Resulting situation after the triggering transaction
Type of financial Expiration date Exercise/ conversion No. of voting rights Percentage of voting
instrument period/date that may be acquired rights
(if the instrument is
exercised/converted)
N/A N/A N/A N/A N/A
Total (A+B)
Number of voting rights Percentage of voting rights
130,270,000 15.13%
9. Chain of controlled undertakings through which the voting rights and /or the
financial instruments are effectively held, if applicable:
Edward Bramson is the managing member and Craig L. McKibben and Gerard L.
Eastman, Jr. are members of Sherborne Investors GP, LLC. Sherborne Investors
GP, LLC is the general partner of Sherborne Investors LP, which is the managing
member of each of the following funds (all of which hold ordinary shares in the
issuer through Hanover Nominees Limited):
(i) Hayden Investors Partners, LLC (45,685,845 ordinary shares - approximately 5.31% -no new individual notification
required, see response to 7 above);
(ii) Hayden Investors Partners II, LLC (40,844,268 ordinary shares - approximately 4.74% - no new individual
notification required, see response to 7 above);
(iii) Sherborne Strategic Fund A, LLC (29,644,000 ordinary shares - approximately 3.44% - no new individual
notification required, see response to 7 above); and
(iv) Sherborne Strategic Fund B, LLC (14,075,887 ordinary shares - approximately 1.64% - no individual notification
obligation).
Edward Bramson holds 20,000 further shares through Merrill Lynch, Pierce, Fenner
& Smith, Inc.
Proxy Voting:
10. Name of proxy holder: N/A
11. Number of voting rights proxy holder will cease N/A
to hold:
12. Date on which proxy holder will cease to hold N/A
voting rights:
13. Additional information: N/A
14 Contact name: Craig L. McKibben
15. Contact telephone name: +1 (212) 735 1000
Additional information
Contact at Issuer:
Michael Anscombe, Company Secretary,
Spirent Communications plc
Telephone: 01293 767672
This information is provided by RNS
The company news service from the London Stock Exchange