For filings with the FSA include the annex
For filings with issuer exclude the annex
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi
1. Identity of the issuer or the underlying issuer of existing shares to PENDRAGON
which voting rights are attached:ii PLC
2 Reason for the notification (please tick the appropriate box or boxes):
An acquisition or disposal of voting rights
An acquisition or disposal of qualifying financial instruments which may result
in the acquisition of shares already issued to which voting rights are attached
An acquisition or disposal of instruments with similar economic effect to X
qualifying financial instruments
An event changing the breakdown of voting rights
Other (please specify):
3. Full name of person(s) subject to the notification obligation: ODEY ASSET
iii MANAGEMENT LLP
4. Full name of shareholder(s) (if different from 3.):iv
5. Date of the transaction and date on which the threshold is 4 November 2011
crossed or reached: v
6. Date on which issuer notified: 7 November 2011
7. Threshold(s) that is/are crossed or reached: vi, vii 26%
8. Notified details:
A: Voting rights attached to shares viii, ix
Class/type Situation previous Resulting situation after
of to the triggering the triggering
shares transaction transaction
if possible Number Number Number Number of % of voting
using of of of shares voting rights x
the ISIN Shares Voting rights
CODE Rights
Direct Direct xi Indirect xii Direct Indirect
Ordinary
Shares
352,718,450 352,718,450 352,718,450 352,718,450 24.85%
(GB00B1JQBT)
B: Qualifying Financial Instruments
Resulting situation after the triggering transaction
Type of Expiration Exercise/ Number of voting % of voting
financial date xiii Conversion Period xiv rights that may be rights
instrument acquired if the
instrument is
exercised/ converted.
C: Financial Instruments with similar economic effect to Qualifying Financial
Instruments xv, xvi
Resulting situation after the triggering transaction
Type of financial Exercise Expiration Exercise/ Number of voting % of voting
instrument price date xvii Conversion rights instrument rights xix,
period xviii refers to xx
Nominal Delta
Contract for Difference 24,000,000 1.69%
Total (A+B+C)
Number of voting rights Percentage of voting rights
Ordinary Shares + CFD 26.54%
9. Chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held, if applicable: xxi
Odey European Inc. holding is 10.28%. Odey Allegra International Fund holding
is 6.91%.
All other fund holdings are less than 3%.
Proxy Voting:
10. Name of the proxy holder:
11. Number of voting rights proxy holder will cease to hold:
12. Date on which proxy holder will cease to hold voting rights:
13. Additional information:
14. Contact name: Richard Maloney, Pendragon PLC
15. Contact telephone number: 01623 725200
Note: Annex should only be submitted to the FSA not the issuer
Annex: Notification of major interests in sharesxxii
A: Identity of the persons or legal entity subject to the notification
obligation
Full name
(including legal form of legal entities)
Contact address
(registered office for legal entities)
Phone number & email
Other useful information
(at least legal representative for legal persons)
B: Identity of the notifier, if applicable
Full name
Contact address
Phone number & email
Other useful information(e.g. functional relationship with the person or legal
entity subject to the notification obligation)
C: Additional information
For notes on how to complete form TR-1 please see the FSA website.
*A Private Investor is a recipient of the information who meets all of the conditions set out below, the recipient:
Obtains access to the information in a personal capacity;
Is not required to be regulated or supervised by a body concerned with the regulation or supervision of investment or financial services;
Is not currently registered or qualified as a professional securities trader or investment adviser with any national or state exchange, regulatory authority, professional association or recognised professional body;
Does not currently act in any capacity as an investment adviser, whether or not they have at some time been qualified to do so;
Uses the information solely in relation to the management of their personal funds and not as a trader to the public or for the investment of corporate funds;
Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.
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