Holding(s) in Company

RNS Number : 2662Q
Trian Investors 1 Limited
26 October 2021
 

TR-1: Standard form for notification of major holdings

1. Issuer Details

ISIN

GG00BF52MW15

Issuer Name

TRIAN INVESTORS 1 LIMITED

UK or Non-UK Issuer

Non-UK

2. Reason for Notification

An acquisition or disposal of voting rights; An acquisition or disposal of financial instruments

3. Details of person subject to the notification obligation

Name

Trian Investors 1 Subscriber, LLC

City of registered office (if applicable)

Wilmington

Country of registered office (if applicable)

United States

4. Details of the shareholder

Full name of shareholder(s) if different from the person(s) subject to the notification obligation, above

 

City of registered office (if applicable)

 

Country of registered office (if applicable)

 

5. Date on which the threshold was crossed or reached

22-Oct-2021

6. Date on which Issuer notified

25-Oct-2021

7. Total positions of person(s) subject to the notification obligation

% of voting rights attached to shares (total of 8.A)

% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer

Resulting situation on the date on which threshold was crossed or reached

18.33%

9.31%

27.64%

70,043,400

Position of previous notification (if applicable)

15.01%

0.00%

15.01%


8. Notified details of the resulting situation on the date on which the threshold was crossed or reached

8A. Voting rights attached to shares

Class/Type of shares ISIN code(if possible)

Number of direct voting rights (DTR5.1)

Number of indirect voting rights (DTR5.2.1)

% of direct voting rights (DTR5.1)

% of indirect voting rights (DTR5.2.1)

GG00BF52MW15

46,456,600


18.33%


Sub Total 8.A

46,456,600

18.33%

8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))

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

Purchase Agreement

6/12/2021

On or prior to 6/12/2021

23,586,800

9.31%

Sub Total 8.B1


23,586,800

9.31%

8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))

Type of financial instrument

Expiration date

Exercise/conversion period

Physical or cash settlement

Number of voting rights

% of voting rights







Sub Total 8.B2




9. Information in relation to the person subject to the notification obligation

2. Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entities (please add additional rows as necessary)

Ultimate controlling person

Name of controlled undertaking

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

Nelson Peltz


18.33%

9.31%

27.64%

10. In case of proxy voting

Name of the proxy holder

 

The number and % of voting rights held

 

The date until which the voting rights will be held

 

11. Additional Information

On 22 October 2021, Trian Investors 1 Subscriber, LLC (the "Shareholder") entered into an agreement to purchase within 45 days 23,586,800 shares from another shareholder at the shares' current trading price as of the date of the agreement. Under the agreement, the Shareholder may assign any portion of its obligation to purchase the shares to one or more third parties.

Certain of the shares over which the Shareholder exercises voting power are held by estate planning vehicles formed for the benefit of its members; these vehicles have entered into an agreement with the Shareholder whereby they have agreed to vote the shares which they hold in the manner directed by the Shareholder.

12. Date of Completion

25-Oct-2021

13. Place Of Completion

New York, New York, United States

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