TR-1: Standard 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 |
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1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii: | FUNDING CIRCLE HOLDINGS 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 | |
Other (please specify) iii: | |
3. Details of person subject to the notification obligation iv |
Name | Zedra Trust Company (Guernsey) |
City and country of registered office (if applicable) | St Peter Port, Guernsey |
4. Full name of shareholder(s) (if different from 3.) v |
Name | |
City and country of registered office (if applicable) | |
5. Date on which the threshold was crossed or reached vi: | 17/9/2024 |
6. Date on which issuer notified (DD/MM/YYYY): | 19/9/2024 |
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 | 2.90 | 0 | 2.90 | 9,790,389 |
Position of previous notification (if applicable) | 3.90 | 0 | 3.90 | 13,941,138 |
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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) |
GB00BG0TPX62 | 9,790,389 | | 2.90 | |
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SUBTOTAL 8. A | 9,790,389 | 2.90 |
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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 |
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| | SUBTOTAL 8. B 1 | | |
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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 |
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| | | SUBTOTAL 8.B.2 | | |
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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 | X |
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 | |
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 |
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10. In case of proxy voting, please identify: |
Name of the proxy holder | |
The number and % of voting rights held | |
The date until which the voting rights will be held | |
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11. Additional information xvi |
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Place of completion | London, UK |
Date of completion | 19 September 2024 |
Notes
i Please note this form should be read jointly with the applicable Disclosure Guidance and Transparency Rules Chapter 5 (DTR5) available on the following link: https://www.handbook.fca.org.uk/handbook/DTR/5/?view=chapter
ii Full name of the legal entity and further specification of the issuer or underlying issuer, provided it is reliable and accurate (e.g. address, LEI, domestic number identity). Indicate in the relevant section whether the issuer is a non UK issuer.
iii Other reason for the notification could be voluntary notifications, changes of attribution of the nature of the holding (e.g. expiring of financial instruments) or acting in concert.
iv This should be the full name of (a) the shareholder; (b) the natural person or legal entity acquiring, disposing of or exercising voting rights in the cases provided for in DTR5.2.1 (b) to (h); (c) all parties to the agreement referred to in DTR5.2.1 (a) or (d) the holder of financial instruments referred to in DTR5.3.1.
As the disclosure of cases of acting in concert may vary due to the specific circumstances (e.g. same or different total positions of the parties, entering or exiting of acting in concert by a single party) the standard form does not provide for a specific method how to notify cases of acting in concert.
In relation to the transactions referred to in DTR5.2.1 (b) to (h), the following list is provided as indication of the persons who should be mentioned:
- in the circumstances foreseen in DTR5.2.1 (b), the natural person or legal entity that acquires the voting rights and is entitled to exercise them under the agreement and the natural person or legal entity who is transferring temporarily for consideration the voting rights;
- in the circumstances foreseen in DTR5.2.1 (c), the natural person or legal entity holding the collateral, provided the person or entity controls the voting rights and declare
