TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: ii |
PPHE HOTEL GROUP LIMITED |
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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 |
✓ |
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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 |
ELI PAPOUCHADO |
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4. Full name of shareholder(s) (if different from 3.):iv |
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5. Date of the transaction and date on which the threshold is crossed or reached: v |
DATE OF THE TRANSACTION: 16 DECEMBER 2014 DATE ON WHICH THE THRESHOLD IS CROSSED: 28 MAY 2015 |
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6. Date on which issuer notified: |
31 MAY 2015 |
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7. Threshold(s) that is/are crossed or reached: vi, vii |
5% |
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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 |
Direct xi |
Indirect xii |
Direct |
Indirect |
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ORDINARY SHARES
GG00B1Z5FH87 |
N/A |
N/A |
2,200,000 |
2,200,000 |
16,352,714 |
5.245% |
38.988% |
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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N/A |
N/A |
N/A |
N/A |
N/A |
Nominal |
Delta |
N/A |
N/A |
Total (A+B+C) |
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Number of voting rights |
Percentage of voting rights |
2,200,000 (direct) |
5.245% (direct) |
9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable: xxi
ELI PAPOUCHADO'S INDIRECT VOTING RIGHTS ARE HELD AS FOLLOWS:
(A) 16,330,297 VOTING RIGHTS HELD BY EURO PLAZA HOLDINGS B.V., WHICH IS A WHOLLY OWNED SUBSIDIARY OF SOUTHERN HOTELS HOLDINGS & INVESTMENTS B.V., WHICH IS A WHOLLY OWNED SUBSIDIARY OF RED SEA CLUB LIMITED, WHICH IS A WHOLLY OWNED SUBSIDIARY OF RED SEA HOTELS LIMITED, 68% OF WHICH IS OWNED BY A.P.Y. INVESTMENTS & REAL ESTATE LTD ("APY") AND 32% BY RED SEA CLUB LIMITED. ELI PAPOUCHADO OWNS 98% OF THE SHARES IN APY AS TRUSTEE OF AN ENDOWMENT, THE PRIMARY BENEFICIARIES OF WHICH ARE ELI PAPOUCHADO AND HIS SONS, YOAV AND AVNER PAPOUCHADO.
(B) 22,417 VOTING RIGHTS HELD BY RED SEA CLUB LIMITED (SEE CHAIN ABOVE).
Proxy Voting: |
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10. Name of the proxy holder: |
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11. Number of voting rights proxy holder will cease to hold: |
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12. Date on which proxy holder will cease to hold voting rights: |
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13. Additional information: |
THE ACQUISITION WAS MADE PURSUANT TO A CONDITIONAL CONTRACT ENTERED INTO BETWEEN ELI PAPOUCHADO AND EURO PLAZA HOLDINGS B.V. DATED 16 DECEMBER 2014, THE CONDITIONS FOR WHICH WERE SATISFIED ON 28 MAY 2015 |
14. Contact name: |
ELI PAPOUCHADO |
15. Contact telephone number: |
+972-9-971-7400 |