TIDMADMR TIDMTTM
RNS Number : 8324A
Admiral Acquisition Limited
26 May 2023
TR-1: Standard form for notification of major holdings
1. Issuer Details
ISIN
VGG0093S1092
Issuer Name
Admiral Acquisition Limited
UK or Non-UK Issuer
Non-UK
2. Reason for Notification
An acquisition or disposal of voting rights
3. Details of person subject to the notification obligation
Name
Progeny 3, Inc.
City of registered office (if applicable)
Seattle
Country of registered office (if applicable)
United States
Name City of registered office Country of registered office
P3-EQ, LLC Wilmington, Delaware United States
=========================== ==============================
4. Details of the shareholder
Name City of registered office Country of registered office
82FRS Holdings, LLC Wilmington, Delaware United States
=========================== ==============================
P3-EQ, LLC Wilmington, Delaware United States
=========================== ==============================
5. Date on which the threshold was crossed or reached
22-May-2023
6. Date on which Issuer notified
25-May-2023
7. Total positions of person(s) subject to the notification
obligation
% of voting rights % of voting rights Total of both in % Total number of
attached to shares through financial (8.A + 8.B) voting rights held
(total of 8.A) instruments (total in issuer
of 8.B 1 + 8.B 2)
Resulting situation
on the date on
which threshold
was crossed or
reached 18.535681 0.000000 18.535681 10000000
====================== ====================== ====================== ======================
Position of
previous
notification (if
applicable)
====================== ====================== ====================== ======================
8. Notified details of the resulting situation on the date on
which the threshold was crossed or reached
8A. Voting rights attached to shares
Class/Type of shares Number of direct Number of indirect % of direct voting % of indirect voting
ISIN code(if possible) voting rights (DTR5.1) voting rights rights (DTR5.1) rights (DTR5.2.1)
(DTR5.2.1)
VGG0093S1092 10000000 18.535681
====================== ====================== ====================== ======================
Sub Total 8.A 10000000 18.535681%
============================================== ==============================================
8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))
Type of financial Expiration date Exercise/conversion period Number of voting rights % of voting rights
instrument that may be acquired if
the instrument is
exercised/converted
Sub Total 8.B1
=========================================== ========================= ==================
8B2. Financial Instruments with similar economic effect
according to (DTR5.3.1R.(1) (b))
Type of financial Expiration date Exercise/conversion Physical or cash Number of voting % of voting rights
instrument period settlement rights
Sub Total 8.B2
========================================================= =================== ==================
9. Information in relation to the person subject to the
notification obligation
2. 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
entities (please add additional rows as necessary)
Ultimate controlling Name of controlled % of voting rights if % of voting rights Total of both if it
person undertaking it equals or is through financial equals or is higher
higher than the instruments if it than the notifiable
notifiable threshold equals or is higher threshold
than the notifiable
threshold
Jon Hemingway (sole
shareholder of Progeny 3, Inc.
managing member) (managing member) 18.535681 18.535681%
======================= ===================== ===================== ======================
Progeny 3, Inc. P3-EQ, LLC
(managing member) (shareholder) 13.901761 13.901761%
======================= ===================== ===================== ======================
82FRS
Progeny 3, Inc. Holdings, LLC
(manager) (shareholder) 4.633920 4.633920%
======================= ===================== ===================== ======================
10. In case of proxy voting
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
This notification reflects the initial public offering by
Admiral Acquisition Limited of 53,975,000 ordinary shares, pursuant
to which P3-EQ, LLC acquired 7,500,000 ordinary shares (13.901761%)
and 82FRS Holdings, LLC acquired 2,500,000 ordinary shares
(4.633920%).
With respect to the chain of controlled undertakings in item 9
above:
1) Jon Hemingway is the sole shareholder of Progeny 3, Inc.
2) Progeny 3, Inc. is the managing member of P3-EQ, LLC and the
manager of 82FRS Holdings, LLC.
3) The table indicates that the voting rights over the shares
held directly by the shareholders are exercisable indirectly by
each of the undertakings and natural person in the chain of control
above the shareholders.
12. Date of Completion
13. Place Of Completion
Seattle, Washington
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END
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