TIDMAERL
RNS Number : 1448Z
Aer Lingus Group PLC
15 September 2015
Standard Form TR-1
Voting rights attached to shares- Article 12(1) of directive
2004/109/EC
Financial instruments - Article 11(3) of the Commission
Directive 2007/14/EC[i]
1. Identity of the issuer or the underlying issuer of existing
shares to which voting rights are attached [ii]: AER LINGUS GROUP
PLC
2. Reason for the notification (please tick the appropriate box or boxes):
[x] an acquisition or disposal of voting rights
[ ] an acquisition or disposal of financial instruments which
may result in the acquisition of shares already issued to which
voting rights are attached
[ ] an event changing the breakdown of voting rights
3. Full name of person(s) subject to the notification obligation[iii]:
AERL HOLDING LIMITED
4. Full name of shareholder(s) (if different from 3.)[iv]:
N/A
5. Date of the transaction and date on which the threshold is crossed or reached[v]:
11 September 2015
6. Date on which issuer notified;
15 September 2015
7. Threshold(s) that is/are crossed or reached:
100%
8. Notified details:
A) Voting rights attached to shares
---------------------------------------------------------------------------------------------------------------------
Class/type Situation previous Resulting situation after the triggering
of shares to the Triggering transaction[vii]
(if possible transaction [vi]
using the
ISIN CODE)
----------------- ------------------------------- -----------------------------------------------------------------
Number Number Number Number of voting % of voting
of Shares[viii] of Voting of shares[x] rights[xi] rights
rights[ix]
----------------- ----------------- ------------ -------------- ----------------------------- ------------------
Direct Direct[xii] Indirect[xiii] Direct Indirect
----------------- ----------------- ------------ -------------- ------------ --------------- ------- ---------
IE00B1CMPN86 520,665,223 529,779,029 540,310,400 540,310,400 100%
----------------- ----------------- ------------ -------------- ------------ --------------- ------- ---------
SUBTOTAL
A (based
on aggregate
voting rights) 520,665,223 529,779,029 540,310,400 540,310,400 100%
----------------- ----------------- ------------ -------------- ----------------------------- ------------------
B) Financial Instruments
---------------------------------------------------------------------------------------------
Resulting situation after the triggering transaction[xiv]
---------------------------------------------------------------------------------------------
Type of financial Expiration Exercise/Conversion Number of voting % of voting
instrument Date[xv] Period/ Date[xvi] rights that rights
may be acquired
if the instrument
is exercised/converted
------------------ ----------- -------------------- ------------------------ ------------
N/A N/A N/A N/A N/A
------------------ ----------- -------------------- ------------------------ ------------
SUBTOTAL B N/A N/A
(in relation
to all expiration
dates)
-------------------- ------------------------ ------------
Total (A+B) number of voting % of voting rights
rights
------------- ----------------- -------------------
540,310,400 100%
------------- ----------------- -------------------
9. Chain of controlled undertakings through which the voting
rights and/or the financial instruments are effectively held, if
applicable[xvii]:
N/A
10. In case of proxy voting: [name of the proxy holder] will
cease to hold [number] voting rights as of [date].
N/A
11. Additional information:
Done at Dublin on 15 September 2015.
Notes to Form TR-1
[i] This form is to be sent to the issuer or underlying issuer
and to be filed with the competent authority.
[ii] Either the full name of the legal entity or another method
for identifying the issuer or underlying issuer, provided it is
reliable and accurate.
[iii] 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 Article 10
(b) to (h) of Directive 2004/109/EC; (c) all the parties to the
agreement referred to in Article 10 (a) of that Directive, or (d)
the holder of financial instruments entitled to acquire shares
already issued to which voting rights are attached, as
appropriate.
In relation to the transactions referred to in points (b) to (h)
of Article 10 of that Directive, the following list is provided as
indication of the persons who should be mentioned:
- in the circumstances foreseen in letter (b) of Article 10 of
that Directive, 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 letter (c) of Article 10 of
that Directive, 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 letter (d) of Article 10 of
that Directive, 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 letter (e) of Article 10 of
that Directive, the controlling natural person or legal entity and,
provided it has a notification duty at an individual level under
Article 9, under letters (a) to (d) of Article 10 of that Directive
or under a combination of any of those situations, the controlled
undertaking;
- in the circumstances foreseen in letter (f) of Article 10 of
that Directive, 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 letter (g) of Article 10 of
that Directive, the natural person or legal entity that controls
the voting rights;
- in the circumstances foreseen in letter (h) of Article 10 of
that Directive, the proxy holder, if he can exercise the voting
rights at his discretion, and the shareholder who has given his
proxy to the proxy holder allowing the latter to exercise the
voting rights at his discretion.
[iv] Applicable in the cases provided for in Article 10 (b) to
(h) of Directive 2004/109/EC. This should be the full name of the
shareholder who is the counterparty to the natural person or legal
entity referred to in Article 10 of that Directive unless the
holdings of the shareholder would be lower than 3% of the total
number of voting rights.
[v] The date of the transaction should normally be, in the case
of an on exchange transaction, the date on which the matching of
orders occurs; in the case of an off exchange transaction, date of
the entering into an agreement.
The date on which threshold is crossed should normally be the
date on which the acquisition, disposal or possibility to exercise
voting rights takes effect. For passive crossings, the date when
the corporate event took effect.
[vi] Please refer to the situation disclosed in the previous
notification. In case the situation previous to the triggering
transaction was below 3%, please state "below 3%".
[vii] If the holding has fallen below the minimum threshold, the
notifying party should not be obliged to disclose the extent of the
holding, only that the new holding is below 3%.
For the case provided for in Article 10(a) of Directive
2004/109/EC, there should be no disclosure of individual holdings
per party to the agreement unless a party individually crosses or
reaches an Article 9 threshold. This applies upon entering into,
introducing changes to or terminating an agreement.
[viii] To be used in Member States where applicable.
[ix] Direct and indirect.
[x] To be used in Member States where applicable.
[xi] In 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.
[xii] Voting rights attached to shares held by the notifying
party (Article 9 of Directive 2004/109/EC).
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