TIDMKGP
RNS Number : 5903F
Kingspan Group PLC
12 November 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]: Kingspan 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]:
Allianz Global Investors GmbH
4. Full name of shareholder(s) (if different from 3.)[iv]:
5. Date of the transaction and date on which the threshold is crossed or reached[v]:
10 November 2015
6. Date on which issuer notified: 12 November 2015
7. Threshold(s) that is/are crossed or reached: 5%
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 rights
of of Voting of shares[x] rights[xi]
Shares[viii] rights[ix]
----------------- --------------- ------------ -------------- ----------------------------- ---------------------
Direct Direct[xii] Indirect[xiii] Direct Indirect
----------------- --------------- ------------ -------------- ------------ --------------- --------- ----------
IE0004927939 8,775,619 8,775,619 2,001,889 2,001,889 6,851,125 1.132 3.874
----------------- --------------- ------------ -------------- ------------ --------------- --------- ----------
SUBTOTAL
A (based
on aggregate
voting rights) 8,775,619 8,775,619 2,001,889 8,853,014 5.006
----------------- --------------- ------------ -------------- ----------------------------- ---------------------
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
------------- ----------------- ------------
8,853,014 5.006
------------- ----------------- ------------
9. Chain of controlled undertakings through which the voting
rights and/or the financial instruments are effectively held, if
applicable[xvii]:
10. In case of proxy voting: [name of the proxy holder] will
cease to hold [number] voting rights as of [date].
11. Additional information:
Regarding section 8 above:
aa)
The notified holdings have to be indicated as either "direct
holdings" or "indirect holdings".
Allianz Global Investors GmbH is a German investment management
company. Its core business is the establishment and portfolio
management of investment funds domiciled in Germany and Luxembourg,
but also e.g. in Italy and France. Allianz Global Investors GmbH is
entitled to execute the voting rights by proxy (since the
foundation of the funds). Additionally, Allianz Global Investors
GmbH is mandated in several cases to manage individual asset
portfolios for clients on a contractual basis; under such contracts
Allianz Global Investors GmbH is entitled to execute the voting
rights of shares held in such asset portfolios.
For the purpose of section 8. of this Form TR-1 we have
considered holdings in investment funds which do not have a legal
personality, but are mere pools of assets, for which Allianz Global
Investors GmbH acts in its own name, but for the account of the
fund, as direct holdings. The units of such investment funds are
jointly owned by their investors, but the funds are legally
represented by Allianz Global Investors GmbH as the funds'
investment manager.
Holdings in funds managed by Allianz Global Investors GmbH which
are legal persons of their own (e.g. Luxembourgish SICAV) as well
as holdings in above-mentioned portfolio mandates (including fund
mandates, under which Allianz Global Investors GmbH is the
portfolio manager of funds established by other investment
companies) we considered as indirect holdings with respect to the
fact that the proxy was granted on a contractual basis.
bb)
With reference to the situation previous to the triggering
transaction, the "Number of Shares" has to be indicated. For this
notification, we have - in parallel to the "Number of Voting
rights" indicated the total number of directly and indirectly held
shares as disclosed in our notification for 07 October 2015
submitted on 09 October 2015.
cc)
The percentages of voting rights have to be indicated. For the
purpose of clarity of the "Subtotal A" as well as "Total A+B", we
have indicated unrounded figures with three decimal places as the
indication of "Subtotal A" as well as "Total A+B" with only two
decimal places would have been 5.00% and might be regarded as
misleading.
Done at Frankfurt am Main, Germany, on 12 November 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;
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