Holding(s) in Company

RNS Number : 4566V

Rolls-Royce Holdings plc

30 January 2017

 



For filings with the FCA 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 which voting rights are attached: ii		Rolls-Royce Holdings plc
2 Reason for the notification (please tick the appropriate box or boxes):
An acquisition or disposal of voting rights			X
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 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: iii	ValueAct Capital Management, LLC; ValueAct Capital Management, L.P.; ValueAct Holdings GP, LLC; ValueAct Holdings, L.P. (collectively "ValueAct Indirect Holders") ValueAct Capital Master Fund, L.P.; ValueAct Co-Invest Master Fund, L.P.; ValueAct Capital International Fund A, L.P.
4.  Full name of shareholder(s) (if different from 3.):iv	ValueAct Capital Master Fund, L.P. ValueAct Co-Invest Master Fund, L.P. ValueAct Capital International Fund A, L.P.
5.  Date of the transaction and date on which the threshold is crossed or reached: v	20 January 2017
6.  Date on which issuer notified:	27 January 2017
7.  Threshold(s) that is/are crossed or reached: vi, vii	11%

8. Notified details:
A: Voting rights attached to shares viii, ix
Class/type of shares if possible using the ISIN CODE	Situation previous to the triggering transaction		Resulting situation after the triggering transaction
	Number of Shares	Number of Voting Rights	Number of shares	Number of voting rights		% of voting rights x
			Direct	Direct xi	Indirect xii	Direct	Indirect
ValueAct Indirect Holders Ordinary Shares	201,085,895	201,085,895			202,466,180		11.01%
ValueAct Capital Master Fund, L.P. Ordinary Shares	183,988,028	183,988,028	185,250,952	185,250,952		10.08%
ValueAct Co-Invest Master Fund, L.P. Ordinary Shares	4,171,041	4,171,041	4,199,671	4,199,671		0.23%
ValueAct Capital International Fund A, L.P. Ordinary Shares	12,926,826	12,926,826	13,015,557	13,015,557		0.71%

B:     Qualifying Financial Instruments
Resulting situation after the triggering transaction
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

C:     Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi
Resulting situation after the triggering transaction
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
					Nominal	Delta

Total (A+B+C)
Number of voting rights	Percentage of voting rights
202,466,180	11.01%

9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable: xxi

185,250,952 ordinary shares are held by ValueAct Capital Master Fund, L.P. 4,199,671 ordinary shares are held by ValueAct Co-Invest Master Fund, L.P. 13,015,557 ordinary shares are held by ValueAct Capital International Fund A, L.P. VA Partners I, LLC is the general partner of ValueAct Capital Master Fund, L.P., ValueAct Co-Invest Master Fund, L.P., and ValueAct Capital International Fund A, L.P. ValueAct Capital Management, L.P. is the manager of ValueAct Capital Master Fund, L.P., ValueAct Co-Invest Master Fund, L.P., and ValueAct Capital International Fund A, L.P. ValueAct Capital Management, LLC is the general partner of ValueAct Capital Management, L.P. ValueAct Holdings, L.P. is the sole owner of the limited partnership interests of ValueAct Capital Management, L.P. and the membership interests of ValueAct Capital Management, LLC, and is the majority owner of the membership interests of VA Partners I, LLC. ValueAct Holdings GP, LLC is the General Partner of ValueAct Holdings, L.P.

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:	Sonia M. Muscatine
15. Contact telephone number:	+001 415-362-3700

 

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