TR-1: Standard form for notification
of major holdings
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NOTIFICATION OF MAJOR HOLDINGS
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1a.
Identity of the issuer or the underlying issuer of existing shares
to which voting rights are attached ii:
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THE
MISSION GROUP PLC
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1b.
Please indicate if the issuer is a non-UK issuer
(please mark with an "X" if
appropriate)
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Non-UK issuer
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2.
Reason for the notification (please
mark the appropriate box or boxes with an "X")
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An acquisition or disposal of voting
rights
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X
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An acquisition or disposal of
financial instruments
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An event changing the breakdown of
voting rights
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Other (please specify)
iii:
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3.
Details of person subject to the notification
obligation iv
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Name
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DBAY Advisors Limited as
discretionary investment manager of Fixtaia Limited and Logistics
Development Group Plc
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City and country of registered office
(if applicable)
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4.
Full name of shareholder(s) (if
different from 3.) v
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Name
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Pershing Nominees Limited
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City and country of registered office
(if applicable)
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5.
Date on which the threshold was crossed or reached
vi:
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17 May 2024
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6.
Date on which issuer notified
(DD/MM/YYYY):
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20 May 2024
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7.
Total positions of person(s) subject to the notification
obligation
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% of
voting rights attached to shares (total of 8. A)
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%
of voting rights through
financial instruments
(total of 8.B 1 + 8.B 2)
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Total of
both in % (8.A + 8.B)
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Total number of voting rights held in
issuer (8.A + 8.B) vii
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Resulting situation on the date on
which threshold was crossed or reached
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9.94%
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9.94%
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9,166,834
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Position of previous notification
(if
applicable)
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10.71%
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10.71%
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8.
Notified details of the resulting situation on the date on which
the threshold was crossed or reached
viii
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A:
Voting rights attached to shares
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Class/type of
shares
ISIN code (if possible)
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Number of voting rights ix
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% of
voting rights
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Direct
(DTR5.1)
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Indirect
(DTR5.2.1)
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Direct
(DTR5.1)
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Indirect
(DTR5.2.1)
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GB00B11FD453
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9,166,834
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9.94%
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SUBTOTAL 8. A
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9,166,834
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9.94%
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B 1:
Financial Instruments according to DTR5.3.1R (1)
(a)
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Type
of financial instrument
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Expiration
date x
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Exercise/
Conversion Period xi
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Number of voting rights that may be acquired if the instrument
is
exercised/converted.
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% 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)
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Type
of financial instrument
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Expiration
date x
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Exercise/
Conversion Period xi
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Physical or cash
Settlement xii
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Number of voting rights
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% 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")
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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
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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
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X
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Name
xv
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% of voting rights if it
equals or is higher than the notifiable threshold
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% of voting rights through
financial instruments if it equals or is higher than the notifiable
threshold
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Total of both if it equals or
is higher than the notifiable threshold
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DBAY Advisors Limited
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9.94%
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9.94%
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Logistics Development Group
Plc
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9.94%
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9.94%
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Fixtaia Limited
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9.94%
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9.94%
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10. In case of proxy voting,
please identify:
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Name of the proxy holder
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The number and % of voting rights
held
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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
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DOUGLAS, ISLE OF MAN
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Date
of completion
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20 May 2024
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Annex: Notification of major holdings
(to be filed with the FCA only)
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A:
Identity of the person subject to the notification
obligation
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Full name (including legal form for
legal entities)
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DBAY ADVISORS LIMITED
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Contact address (registered office
for legal entities)
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2ND FLOOR, EXCHANGE HOUSE,
54-62 ATHOL STREET, DOUGLAS, ISLE OF MAN IM1 1JD
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E-Mail
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OPERATIONS@DBAYADVISORS.COM
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Phone number / Fax number
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01624 602132
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Other useful information
(at least legal representative for
legal persons)
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INVESTMENT MANAGER
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B:
Identity of the notifier, if applicable
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Full name
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Contact address
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E-Mail
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Phone number / Fax number
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Other useful information (e.g.
functional relationship with the person or legal entity subject to
the notification obligation)
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C:
Additional information
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Please send the completed form
together with this annex to the FCA at the following
email
address:
Majorshareholdings@fca.org.uk.
Please send in Microsoft Word format if
possible.
Notes
i Please note that national
forms may vary due to specific national legislation (Article 3(1a)
of Directive 2004/109/EC) as for instance the applicable thresholds
or information regarding capital holdings.
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)/ Article 10 (b) to (h) of
Directive 2004/109/EC; (c) all parties to the agreement referred to
in Article 10 (a) of Directive 2004/109/EC (DTR5.2.1 (a)) or (d)
the holder of financial instruments referred to in Article 13(1) of
Directive 2004/109/EC (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 points (b) to (h) of
Article 10 of Directive 2004/109/EC (DTR5.2.1 (b) to (h)), the
following list is provided as indication of the persons who should
be mentioned:
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in the circumstances foreseen in letter (b) of Article 10 of that
Directive (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;
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in the circumstances foreseen in letter (c) of Article 10 of that
Directive (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;
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in the circumstances foreseen in letter (d) of Article 10 of that
Directive (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;
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in the circumstances foreseen in letter (e) of Article 10 of that
Directive (DTR5.2.1 (e)), the controlling natural person or legal
entity and, provided it has a notification duty at an individual
level under Article 9 (DTR 5.1), under letters (a) to (d) of
Article 10 of that Directive (DTR5.2.1 (a) to (d)) or under a
combination of any of those situations, the controlled
undertaking;
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in the circumstances foreseen in letter (f) of Article 10 of that
Directive (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;
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in the circumstances foreseen in letter (g) of Article 10 of that
Directive (DTR5.2.1 (g)), the natural person or legal entity that
controls the voting rights;
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in the circumstances foreseen in letter (h) of Article 10 of that
Directive (DTR5.2.1 (h)), 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 (e.g. management
companies).
v Applicable in the cases
provided for in Article 10 (b) to (h) of Directive 2004/109/EC
(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 in Article 10 of that Directive (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).
vi The 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.
vii The total number of voting
rights 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.
viii If the holding has fallen
below the lowest applicable threshold in accordance with national
law, please note that it might not be necessary in accordance with
national law to disclose the extent of the holding, only that the
new holding is below that threshold.
ix 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.
x Date of maturity/expiration
of the financial instrument i.e. the date when right to acquire
shares ends.
xi If the financial instrument
has such a period - please specify this period - for example once
every 3 months starting from [date].
xii In case of cash settled
instruments the number and percentages of voting rights is to be
presented on a delta-adjusted basis (Article 13(1a) of Directive
2004/109/EC) (DTR 5.3.3.A).
xiii If the person subject to the
notification obligation is either controlled and/or does control
another undertaking then the second option
applies.
xiv The 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 thus 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 leaving a row free between different chains (e.g.:
A, B, C, free row, A, B, D, free row, A, E, F
etc.).
xv The 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.
xvi Example: Correction of a
previous notification.