EQS Voting Rights Announcement: Aroundtown SA
Aroundtown SA notification of a change in major holdings pursuant to the modified law and grand-ducal regulation of 11 January 2008 on transparency requirements for issuers of securities

31.03.2023 / 11:51 CET/CEST
Dissemination of a Voting Rights Announcement transmitted by EQS News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


ANNEXA:Standardformfornotificationofmajorholdings

Form to be used for the purposes of notifying a change in major holdings pursuant to the amended law and Grand-ducal Regulation of 11 January 2008 on transparency requirements for issuers (referred to as “the Transparency Law” and “the Transparency Regulation”)

 NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the CSSF)i

1. Identity of the issuer or the underlying issuer of existing shares to which voting rights areattachedii:
 
AROUNDTOWN SA
2.Reasonforthenotification (please tick the appropriate box or boxes):
 
An acquisition or disposal of voting rights
An acquisition or disposal of financial instruments
3.Detailsofpersonsubjecttothenotificationobligationiv:
Name: Bank of America Corporation,
Wilmington, DE, United States of America (the)
City and country of registered office (if applicable):
4.Fullnameofshareholder(s) (if different from 3.)v:
5.Dateonwhichthethresholdwascrossedorreachedvi: 28/03/2023
6.Totalpositionsofperson(s)subjecttothenotificationobligation:
  % of voting rights attached to shares (total of 7.A) % of voting rights through financial instruments
(total of 7.B.1 + 7.B.2)
 
Total of both in % (7.A + 7.B)
Total number of voting rights of issuervii
Resulting situation on the date on which threshold was
crossed or reached
 
1.05 %
 
4.01 %
 
5.06 %
 
1,537,025,609
Position of previous notification (if applicable) 
n/a %
 
n/a %
 
n/a %
 
 

 

7. Notified details of the resulting situation on the date on which the threshold was crossed orreachedviii:
A:Votingrightsattachedtoshares
Class/typeof shares
ISIN code (if possible)
Numberofvotingrightsix%ofvotingrights
Direct
(Art. 8 of the Transparency Law)
Indirect
(Art. 9 of the Transparency Law)
Direct
(Art. 8 of the Transparency Law)
Indirect
(Art. 9 of the Transparency Law)
LU1673108939   16,152,983 0.00 % 1.05 %
      % %
      % %
SUBTOTALA
(Direct&Indirect)
16,152,983 1.05 %

 

 

B1:FinancialInstrumentsaccordingtoArt.12(1)(a)oftheTransparencyLaw
 
Typeoffinancial instrument
 
Expiration datex
 
Exercise/ ConversionPeriodxi
Numberofvotingrights that may be acquired if the instrument is
exercised/converted.
 
%ofvoting rights
Right to Recall N/A N/A 5,946,836 0.39 %
Right of Use N/A N/A 1,086,272 0.07 %
        %
 SUBTOTALB.1 7,033,108 0.46 %

 

 

B 2: Financial Instruments with similar economic effect according to Art. 12(1)(b) of theTransparency Law
Typeoffinancial instrumentExpiration datexExercise/
Conversion Periodxi
Physicalorcash settlementxiiNumber of votingrights%ofvoting rights
Swaps 17/04/2023 -
15/02/2028
N/A Cash 54,471,003 3.54 %
ETF N/A N/A Cash 4,052 0.00 %
Call Option 21/12/2029 N/A Cash 93,.992 0.01 %
 SUBTOTALB.2 54,569,047 3.55 %
       
 
8.Informationinrelationtothepersonsubjecttothenotificationobligation:
(please tick the applicable box)
  
Fullchainofcontrolledundertakingsthroughwhichthevotingrightsand/orthe financialinstrumentsareeffectivelyheldstartingwiththeultimatecontrollingnaturalperson orlegalentityxiv (pleaseprovideaseparateorganisationalchartincaseofacomplexstructure):
 
 
 
 
 
 
 
 
Namexv
 
% of voting rights held by ultimate controllingperson or entity or held directly by any subsidiary if it equals or ishigher than the notifiable threshold
% of voting rights through financial instruments held by ultimate controllingperson or entity or held directly by any subsidiary if it equals or ishigher than the
notifiable threshold
 
 
 
 
Totalofboth
 
 
 
Directly controlled by (use number(s) from 1stcolumn)
   %%%  
   %%%  
   %%%  
   %%%  
   %%%  

 

 9. In case of proxy voting:
The proxy holder named            will cease to hold        % and        number of voting rights as of
 

10. Additional informationxvi:
 

Done at Dublin On 30/03/2023

 

 

Notes

 

iPlease 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.

 

iiFullnameof the legalentityandfurtherspecificationof theissueror underlyingissuer, provideditisreliableand accurate (e.g. address, LEI, domestic number identity).

 

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 Article 9 (b) to (h) of the Transparency Law; or (c) the holder of financial instruments referred to in Article 12(1) of the Transparency Law.

 

As the disclosure ofcases ofacting 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 Article9 ofthe Transparency Law,the following list is provided as indication of the persons who should be mentioned:

 

  • in the circumstances foreseen in letter (b) of Article 9 of that Law, 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 thecircumstances foreseen in letter(c) ofArticle 9 ofthat Law, the natural person orlegal 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;

 

  • inthecircumstancesforeseeninletter(d)ofArticle9ofthatLaw,thenaturalpersonorlegalentitywhohas 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 9 of that Law, the controlling natural person or legal entity and, provided it has a notification duty at an individual level under Article 8, under letters (a) to (d) of Article 9 of that Law or under a combination of any of those situations, the controlled undertaking;

 

  • in the circumstances foreseen in letter (f) of Article 9 of that Law, 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 9 of that Law, the natural person or legal entity that controls the voting rights;

 

  • in the circumstances foreseen in letter (h) of Article 9 of that Law, 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).

 

vApplicable in the cases provided for in Article 9(b) to (h)ofthe Transparency Law.This shouldbethe full name of the shareholder who is the counterparty to the natural person or legal entity referred to in Article 9 of that Law unlessthe percentageofvoting rightsheldbytheshareholderis lowerthan the5%thresholdforthedisclosure of voting rights holdings (e.g. identification of funds managed by management companies).

 

viThe date on which threshold iscrossed or reachedshouldbe thedate on which theacquisition or disposal took place orthe other reason triggered the notification obligation. For passivecrossings,thedatewhen the corporate event took effect.

 

viiThetotalnumberofvotingrightsshallbecomposedofalltheshares,includingdepositoryreceiptsrepresenting shares, to which voting rights are attached even if the exercise thereof is suspended.

 

 

viiiIf the holding has fallen below the 5% threshold, please note that it is not 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 indirectcolumns – ifthere is no combined holdings, please leave the relevant box blank.

 

xDateofmaturity/expirationofthefinancialinstrumenti.e.thedatewhenrighttoacquiresharesends.

 

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 (Article 12(2) of the Transparency Law).

 

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 also has to be presented in the cases in which only on subsidiary level a threshold is crossed or reached and the subsidiary undertaking discloses the notification as only then the market always gets 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.). Numbers shall be attributed to all persons or entities within the group in column1 in order to allowaclear indicationofthe controlstructure incolumn 6. The names ofallundertakings of the control chain shall be provided in column 2, even if the number of the directly held voting rights and/or financialinstrumentsisnotequalorhigherthanthenotifiable threshold.Columns3 &4shallindicatetheholdings of those persons or entities directly holding the voting rights and/or financial instruments if the holding is equal or higher than the notifiable threshold.

 

xvThe names of controlled undertakings through which the voting rights and/or financial instruments are effectivelyheldhave to be presented irrespectively whetherthe controlled undertakingscross orreachthe lowest applicable threshold themselves.

 

xviExample:Correctionofapreviousnotification.

 

 

8.Informationinrelationtothepersonsubjectofthenotificationobligation(pleaseticktheapplicablebox)

 

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any otherundertaking(s) holding directly or indirectly an interest in the (underlying) issuer.

 

 

Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting withthe ultimate controlling natural person or legal entity (please provide a separate organisational chart in case of a complex structure)

 

 
 
No
 
 
Name
% of voting rights held by ultimate controlling person or held directly by any subsidiary if it equals or is higher thanthenotifiable threshold% of voting rightsthrough financial instruments held by ultimate controlling person orentity or held directly by any subsidiary if it equals or is higher than the notifiable
threshold
TotalofbothDirectlycontrolledby (usenumber(s)from 1stcolumn
1 Bank of America Corporation        
2 NB Holdings Corporation       1
3 BofAML Jersey Holdings Limited       2
4 BofAML EMEA Holdings 2 Limited       3
5 ML UK Capital Holdings Limited       4
6 Merrill Lynch International       5
  -        
1 Bank of America Corporation        
2 NB Holdings Corporation       1
7 BAC North America Holding Company       2
8 Bank of America, National Association       7
  -        
1 Bank of America Corporation        
2 NB Holdings Corporation       1
9 BofA Securities, Inc       2
10 Merrill Lynch Professional Clearing Corp.       9
           
1 Bank of America Corporation        
2 NB Holdings Corporation       1
9 BofA Securities, Inc       2

 



31.03.2023 CET/CEST The EQS Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.eqs-news.com


Language: English
Company: Aroundtown SA
37, Boulevard Joseph II
L-1840 Luxembourg
Luxemburg
Internet:http://www.aroundtown.de

 
End of News EQS News Service

1598421  31.03.2023 CET/CEST

fncls.ssp?fn=show_t_gif&application_id=1598421&application_name=news&site_id=zonebourse_sftp