TR-1: S tandard form for notification of major holdings
NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) |
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1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached : |
Velocys plc |
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1b. Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate) |
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Non-UK issuer |
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2. Reason for the notification (please mark the appropriate box or boxes with an "X") |
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An acquisition or disposal of voting rights |
X |
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An acquisition or disposal of 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. Details of person subject to the notification obligation |
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Name |
David Davidovich |
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City and country of registered office (if applicable) |
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4. Full name of shareholder(s) (if different from 3.) |
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Name |
(1) Norma Investments Limited (2) Ervington Investments Limited |
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City and country of registered office (if applicable) |
(1) Tortola, British Virgin Islands (2) Limassol, Republic of Cyprus |
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5. Date on which the threshold was crossed or reached : |
29 March 2022 |
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6. Date on which issuer notified (DD/MM/YYYY): |
1 April 2022 |
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7. Total positions of person(s) subject to the notification obligation |
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% of voting rights attached to shares (total of 8. A) |
% of
voting rights through
financial instruments |
Total of both in % (8.A + 8.B) |
Total number of voting rights of issuer |
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Resulting situation on the date on which threshold was crossed or reached |
9.89% |
N/A |
9.89% |
137,855,776 |
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Position of previous notification (if applicable) |
5.91% |
N/A |
5.91% |
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8. Notified details of the resulting situation on the date on which the threshold was crossed or reached |
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A: Voting rights attached to shares |
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Class/type of ISIN code (if possible) |
Number of voting rights |
% of voting rights |
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Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
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Ordinary shares (GB00B11SZ269) |
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137,855,776 |
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9.89% |
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SUBTOTAL 8. A |
137,855,776 |
9.89% |
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B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a)) |
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Type of financial instrument |
Expiration |
Exercise/ |
Number of voting rights that may be acquired if the instrument is exercised/converted. |
% of voting rights |
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SUBTOTAL 8. B 1 |
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B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b)) |
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Type of financial instrument |
Expiration |
Exercise/ |
Physical or cash settlement |
Number of voting rights |
% of voting rights |
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SUBTOTAL 8.B.2 |
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9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X") |
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Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer |
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Full
chain of controlled undertakings through which the voting rights and/or the |
x |
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Name |
% 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 |
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David Davidovich |
9.89% |
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9.89% |
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Erlinad Holdings Limited |
9.89% |
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9.89% |
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Norma Investments Limited |
9.89% |
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9.89% |
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Ervington Investments Limited |
3.97% |
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3.97% |
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10. In case of proxy voting, please identify: |
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Name of the proxy holder |
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The number and % of voting rights held |
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The date until which the voting rights will be held |
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11. Additional information |
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This notification is made on behalf of each of Mr David Davidovich, Erlinad Holdings Limited, Norma Investments Limited and Ervington Investments Limited.
As per previously notified TR1s provided to the issuer on 28 February 2022: (1) Norma Investments Limited holds a direct interest in 82,442,443 (5.91%) ordinary shares of Velocys plc; and (2) Ervington Investments Limited holds a direct interest in 55,413,333 (3.97%) ordinary shares of Velocys plc. There has been no change to these direct interests.
On 29 March 2022, Norma Investments Limited became the parent company of Ervington Investments Limited. As a consequence, Norma Investments Limited has an interest in 137,855,776 (9.89%) ordinary shares of Velocys plc, consisting of: (1) a direct interest in 82,442,443 (5.91%) ordinary shares of Velocys plc held by Norma Investments Limited; and (2) an indirect interest in 55,413,333 (3.97%) ordinary shares of Velocys plc held by Ervington Investments Limited.
Erlinad Holdings Limited holds a 100% direct interest in Norma Investments Limited and therefore holds an indirect interest in 137,855,776 (9.89%) ordinary shares of Velocys plc.
Mr David Davidovich holds a 100% direct interest in Erlinad Holdings Limited and therefore holds an indirect interest in 137,855,776 (9.89%) ordinary shares of Velocys plc.
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Place of completion |
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Date of completion |
1 April 2022 |