Holding(s) in Company

RNS Number : 5495U

Nippon Active Value Fund PLC

03 December 2021

 

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) i
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii :			Nippon Active Value Fund plc
1b. Please indicate if the issuer is a non-UK issuer   (please mark with an "X" if appropriate)
Non-UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with an "X")
An acquisition or disposal of voting rights						X
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights						X
Other (please specify) iii:
3. Details of person subject to the notification obligation iv
Name			Rosenwald Capital Management, Inc.
City and country of registered office (if applicable)			Redondo Beach, California, USA
4. Full name of shareholder(s) (if different from 3.) v
Name			Please see Sections 9 and 11 below.
City and country of registered office (if applicable)
5. Date on which the threshold was crossed or reached vi :			30/11/2021
6. Date on which issuer notified (DD/MM/YYYY):			02/12/2021
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 (8.A + 8.B) vii
Resulting situation on the date on which threshold was crossed or reached	34.03%	N/A		34.03%	38,460,001
Position of previous notification (if applicable)	37.44%	N/A		37.44%

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii
A: Voting rights attached to shares
Class/type of shares ISIN code (if possible)		Number of voting rights ix					% of voting rights
		Direct (DTR5.1)		Indirect  (DTR5.2.1)			Direct (DTR5.1)		Indirect (DTR5.2.1)
GB00BKLGLS10		N/A		38,460,001			N/A		34.03%
SUBTOTAL 8. A		38,460,001					34.03%
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial instrument		Expiration date x	Exercise/ Conversion Period xi			Number of voting rights that may be acquired if the instrument is exercised/converted.			% of voting rights
N/A
			SUBTOTAL 8. B 1
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
Type of financial instrument	Expiration date x		Exercise/ Conversion Period xi		Physical or cash Settlement xii			Number of voting rights	% of voting rights
N/A
					SUBTOTAL 8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X")
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 xiii
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 entity (please add additional rows as necessary) xiv				X
Name xv	% 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
Rosenwald Capital Management, Inc. (on behalf of its client, Kings Bay Investment Company Ltd, and as the entity controlling Dalton Investments, Inc. of Rising Sun Management Ltd.)	8.76%	N/A	8.76%
Kings Bay Investment Company Ltd.	8.76%	N/A	8.76%
Dalton Investments, Inc. (on behalf of its clients listed below)	25.27%	N/A	25.27%
TIG Insurance Company	4.42%	N/A	4.42%
Pacific and General (Master) Fund, L.P.	2.21%	N/A	2.21%
Trustees of Dartmouth College	2.74%	N/A	2.74%
Hospital for Sick Children Foundation	0.53%	N/A	0.53%
Hospital for Sick Children Employee Pension Plan	0.88%	N/A	0.88%
Resolute FP Canada Inc. Canadian Master Trust	0.67%	N/A	0.67%
Kapitalforeningen Investin Pro F.M.B.A Japanske Aktier Japan	13.80%	N/A	13.80%
Rising Sun Management Ltd.	0.000001%	N/A	0.000001%
10. In case of proxy voting, please identify:
Name of the proxy holder		Rosenwald Capital Management, Inc. (on behalf of Kings Bay Investment Company Ltd.), and Dalton Investments, Inc. (on behalf of all other clients listed in Section 9 above)
The number and % of voting rights held		38,460,000 ordinary shares, and 34.03%
The date until which the voting rights will be held		Indefinite
11. Additional information xvi
Rosenwald Capital Management, Inc. ("RCM") is an investment adviser registered with the U.S. Securities and Exchange Commission ("SEC"). RCM is filing on behalf of its client, Kings Bay Investment Company Ltd. RCM controls Dalton Investments, Inc. ("Dalton"), an investment adviser registered with the SEC.  RCM and Dalton are both controlled by James B. Rosenwald III, President of RCM and Chief Investment Officer of Dalton.  RCM is filing on behalf of Dalton, who is in turn filing on behalf of the following clients: TIG Insurance Company, Pacific and General (Master) Fund, L.P., Trustees of Dartmouth College, Hospital for Sick Children Foundation, Hospital for Sick Children Employee Pension Plan, Resolute FP Canada Inc. Canadian Master Trust, and Kapitalforeningen Investin Pro F.M.B.A Japanske Aktier Japan.  RCM controls Rising Sun Management Ltd., which holds one (1) share. Not included in this filing are the shares controlled by Shore Capital Group Investments Limited ("Shore").  James B. Rosenwald III serves as director at Shore, and Shore served as bookrunner for the issuer. We believe that Shore's holdings are not required to be disclosed on this TR-1 based on the instructions to the form, but disclose them in this footnote out of an abundance of caution because Shore and RCM/Dalton could be considered concert parties.

Place of completion	Santa Monica, California, USA
Date of completion	December 2, 2021

 

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