TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi |
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1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: ii |
Wizz Air Holdings 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 |
x |
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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 notification obligation: iii |
Indigo Hungary Management LLC William A. Franke |
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4. Full name of shareholder(s) (if different from 3.):iv |
Indigo Hungary LP Indigo Maple Hill, L.P.
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5. Date of the transaction and date on which the threshold is crossed or reached: v |
19 June 2017
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6. Date on which issuer notified: |
19 June 2017
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7. Threshold(s) that is/are crossed or reached: vi, vii |
Voting rights: Below 3%
Including instruments with similar economic effect to qualifying financial instruments: Below 140%, 139%, 138%, 137%, 136%, 135%, 134%, 133%, 132%, 131%, 130%, 129%, 128%, 127%, 126%, 125%, 124%, 123% and 122% (Please refer to Section 13)
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8. Notified details: |
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A: Voting rights attached to shares viii, ix |
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Class/type of shares
if possible using the ISIN CODE |
Situation previous to the triggering transaction |
Resulting situation after the triggering transaction |
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Number of Shares |
Number of Voting Rights |
Number of shares |
Number of voting rights |
% of voting rights x |
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Direct |
xi Direct |
xii Indirect |
Direct |
Indirect |
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Ordinary JE00BN574F90 |
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Indigo Hungary L.P. |
8,245,590 |
8,245,590 |
0 |
0 |
N/A |
0% |
N/A |
Indigo Maple Hill, L.P. |
2,495,043 |
2,495,043 |
0 |
0 |
N/A |
0% |
N/A |
Bigfork Partners LLC |
70,000 |
70,000 |
70,000 |
70,000 |
N/A |
0.1% |
N/A |
Indigo Hungary Management LLC |
4,750 |
4,750 |
4,750 |
4,750 |
N/A |
0.0% |
N/A |
William A. Franke |
82,917 |
82,917 |
82,917 |
82,917 |
N/A |
0.1% |
N/A |
B: Qualifying Financial Instruments |
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Resulting situation after the triggering transaction |
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Type of financial instrument |
Expiration date xiii |
Exercise/ Conversion Period xiv |
Number of voting rights that may be acquired if the instrument is exercised/ converted |
% of voting rights |
N/A |
N/A |
N/A |
N/A |
N/A |
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi |
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Resulting situation after the triggering transaction |
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Type of financial instrument |
Exercise price |
Expiration date xvii |
Exercise/ Conversion period xviii |
Number of voting rights instrument refers to |
% of voting rights xix, xx |
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Convertible Shares - Indigo Hungary LP and Indigo Maple Hill, L.P. |
Each Convertible Share is convertible into one Ordinary Share |
N/A |
N/A |
44,830,503 |
Nominal |
Delta |
78.0% |
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Convertible Notes - Indigo Hungary LP and Indigo Maple Hill, L.P. |
Series A Notes and Series D Notes - €1 Series B Notes - €1.50 |
31/03/2022 |
to 31/03/2022 |
24,952,565 |
43.4% |
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Total (A+B+C) |
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Number of voting rights |
Percentage of voting rights |
69,940,735 |
121.7% |
9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable: xxi |
Indigo Hungary Management LLC is the general partner of Indigo Hungary LP and Indigo Maple Hill, L.P. William A. Franke is the sole member of Indigo Hungary Management LLC.
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Proxy Voting: |
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10. Name of the proxy holder: |
N/A |
11. Number of voting rights proxy holder will cease to hold: |
N/A |
12. Date on which proxy holder will cease to hold voting rights: |
N/A |
13. Additional information: |
Shares sold pursuant to a placing announced on 14 June 2017. Please refer to Part III of the prospectus published by Wizz Air Holdings Plc on 25 February 2015 which sets out the terms of the Convertible Shares and Convertible Notes (each as defined therein) and the circumstances in which the conversion rights can be exercised. The number of voting rights included in respect of the Convertible Notes in Part C of Section 8 includes Ordinary Shares that would have been issued in respect of accrued but unpaid interest assuming that the Convertible Notes had been converted in full on 19 June 2017. This disclosure has been calculated based on the total voting rights figure of 57,477,671 as set out in Wizz Air Holding Plc's announcement of 7 June 2017.
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14. Contact name: |
Ken Klingler (CFO, Indigo) |
15. Contact telephone number: |
+1 602.224.1502
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