TIDMMER
RNS Number : 4985W
Mears Group PLC
12 December 2023
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
1a. Identity of the issuer or the underlying
issuer of existing shares to which voting Mears Group PLC
rights are at- tached ii :
-----------------------------------------------
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 Hauck & Aufhaeuser Fund Services S.A.
-----------------------------------------------
City and country of registered office Munsbach Luxembourg
(if applicable)
-----------------------------------------------
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 29.11.2023
or reached vi :
6. Date on which issuer notified (DD/MM/YYYY): 12.12.2023
-------------------------------------------------------
7. Total positions of person(s) subject to the notification obligation
% of voting rights % of voting rights Total number
at- tached to through financial Total of both of voting rights
shares (to- tal instru- ments in % (8.A + 8.B) held in issuer
of 8. A) (total of 8.B 1 (8.A +
+ 8.B 2) 8.B) vii
-------------------- ---------------------- ----------------------- ------------------
Resulting situation
on the date on
which threshold
was crossed or
reached 9.817616% 0.000000% 9.817616% 9887912
-------------------- ---------------------- ----------------------- ------------------
Position of previous
notification (if
applicable) 10.031592% 0.000000% 10.031592%
-------------------- ---------------------- ----------------------- ------------------
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 Number of voting rights ix % of voting rights
shares
ISIN code (if
possible)
------------------------------------------------- -------------------------------------------
Direct Indirect Direct Indirect
(DTR5.1) (DTR5.2.1) (DTR5.1) (DTR5.2.1)
-------------------------- --------------------- --------------------- --------------------
GB0005630420 3739711 6148201 3.713124% 6.104492%
-------------------------- --------------------- --------------------- --------------------
SUBTOTAL 8. A 9887912 9.817616%
------------------------------------------------- -------------------------------------------
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Number of voting
Type of financial Expiration Exercise/ Conversion rights that may be % of voting
in- strument date x Period xi acquired if rights
the instrument is
exercised/converted.
---------------- ------------------------------ ---------------------- --------------------
SUBTOTAL 8. B 1
------------------------------ ---------------------- --------------------
B 2: Financial Instruments with similar economic effect according to DTR5.3.1R
(1) (b)
Type of financial Expiration Exercise/ Physical or Number of
instrument date x Conversion cash Settlement voting rights % of voting
Pe- riod xi xii rights
----------- ------------- ----------------- --------------- --------------
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
------
% of voting rights % of voting rights Total of both if
if it equals or is through financial it equals or is higher
Name xv higher than the notifiable in- struments if than the notifiable
threshold it equals threshold
or is higher than
the notifiable threshold
------------------------------ ----------------------------- ------------------------------
Mr. GUO Guangchang 9.817616% indirectly 0% 9.817616% indirectly
------------------------------ ----------------------------- ------------------------------
Fosun International 9.817616% indirectly 0% 9.817616% indirectly
Holding Ltd.
------------------------------ ----------------------------- ------------------------------
Fosun Holdings Limited 9.817616% indirectly 0% 9.817616% indirectly
------------------------------ ----------------------------- ------------------------------
Fosun International 9.817616% indirectly 0% 9.817616% indirectly
Limited
------------------------------ ----------------------------- ------------------------------
Fosun Yinkong Holdings 9.817616% indirectly 0% 9.817616% indirectly
(HK) Limited
------------------------------ ----------------------------- ------------------------------
Bridge Fortune Invest- 9.817616% indirectly 0% 9.817616% indirectly
ment S.à r.l.
------------------------------ ----------------------------- ------------------------------
Hauck Aufhäuser 9.817616% indirectly 0% 9.817616% indirectly
Lampe Privatbank
AG
------------------------------ ----------------------------- ------------------------------
Hauck Aufhäuser 3.713124% directly 0% 3.713124% directly
Fund Services S.A. and and
6.104492% indirectly 6.104492% indirectly
------------------------------ ----------------------------- ------------------------------
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
11. Additional information xvi
Place of completion Munsbach
Date of completion 12.12.2023
-----------
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
iiFull 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.
iiiOther 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.
ivThis 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 declares its intention of
exercising them, and natural person or legal entity lodging the
collateral under these conditions;
- in the circumstances foreseen in DTR5.2.1 (d), the natural
person or legal entity who has a life interest in shares if that
person or entity is entitled to exercise the voting rights attached
to the shares and the natural person or legal entity who is
disposing of the voting rights when the life interest is
created;
- in the circumstances foreseen in DTR5.2.1 (e), the controlling
natural person or legal entity and, provided it has a notification
duty at an individual level under DTR 5.1, under DTR5.2.1 (a) to
(d) or under a combination of any of those situations, the
controlled undertaking;
- in the circumstances foreseen in DTR5.2.1 (f), the deposit
taker of the shares, if he can exercise the voting rights attached
to the shares deposited with him at his discretion, and the
depositor of the shares allowing the deposit taker to exercise the
voting rights at his discretion;
- in the circumstances foreseen in DTR5.2.1 (g), the natural
person or legal entity that controls the voting rights;
- in the circumstances foreseen in DTR5.2.1 (h), the proxy
holder, if he can exercise the voting rights at his discre- tion,
and the shareholder who has given his proxy to the proxy holder
allowing the latter to exercise the voting rights at his discretion
(e.g. management companies).
vApplicable in the cases provided for in DTR5.2.1 (b) to (h).
This should be the full name of the shareholder who is the
counterparty to the natural person or legal entity referred to
DTR5.2 unless the percentage of voting rights held by the
shareholder is lower than the lowest notifiable threshold for the
disclosure of voting rights holdings in accordance with national
practices (e.g. identification of funds managed by management
companies).
viThe date on which threshold is crossed or reached should be
the date on which the acquisition or disposal took place or the
other reason triggered the notification obligation. For passive
crossings, the date when the corporate event took effect.
viiThe total number of voting rights held in the issuer shall be
composed of all the shares, including depository receipts
representing shares, to which voting rights are attached even if
the exercise thereof is suspended.
viiiIf the holding has fallen below the lowest applicable
threshold, please note that it might not be necessary to disclose
the extent of the holding, only that the new holding is below that
threshold.
ixIn case of combined holdings of shares with voting rights
attached "direct holding" and voting rights "indirect holding",
please split the voting rights number and percentage into the
direct and indirect columns - if there is no combined holdings,
please leave the relevant box blank.
xDate of maturity/expiration of the financial instrument i.e.
the date when right to acquire shares ends.
xiIf the financial instrument has such a period - please specify
this period - for example once every 3 months starting from
[date].
xiiIn case of cash settled instruments the number and
percentages of voting rights is to be presented on a delta-adjusted
basis (DTR 5.3.3.A).
xiiiIf the person subject to the notification obligation is
either controlled and/or does control another undertaking then the
second option applies.
xivThe full chain of controlled undertakings starting with the
ultimate controlling natural person or legal entity has to be
presented also in the cases, in which only on subsidiary level a
threshold is crossed or reached and the subsidiary undertaking
discloses the notification as only in this way will the markets get
always the full picture of the group holdings. In case of multiple
chains through which the voting rights and/or financial instruments
are effectively held the chains have to be presented chain by chain
by numbering each chain accordingly. Please see the below
example:
Name of ultimate controlling person A (chain 1)
Name of controlled undertaking B Name of controlled undertaking
C
Name of ultimate controlling person A (chain 2)
Name of controlled undertaking B Name of controlled undertaking
D
Name of ultimate controlling person A (chain3)
Name of controlled undertaking E Name of controlled undertaking
F
xvThe names of controlled undertakings through which the voting
rights and/or financial instruments are effectively held have to be
presented irrespectively whether the controlled undertakings cross
or reach the lowest applicable threshold themselves.
xviExample: Correction of a previous notification.
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END
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