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RDI REIT PLC - TR-1: Notification of major holdings

Release Date: 17/03/2021 11:30
Code(s): RPL     PDF:  
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TR-1: Notification of major holdings

RDI REIT P.L.C.
(Incorporated in the Isle of Man)
(Registered number 010534V)
LSE share code: RDI
JSE share code: RPL
LEI: 2138006NHZUMMRYQ1745
ISIN: IM00BH3JLY32
(“RDI” or the “Company”)


TR-1: Notification of major holdings


1a. Identity of the issuer or the underlying
    issuer of existing shares to which voting                                     RDI REIT plc
    rights are attached ii:
1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate)
    Non-UK issuer

2. Reason for the notification (please mark the appropriate box or boxes with an “X”)

An acquisition or disposal of voting rights

An acquisition or disposal of financial instruments                                                             X

An event changing the breakdown of voting rights

Other (please specify)iii:

3. Details of person subject to the notification obligation iv
   Name                                                                                        JPMorgan Chase & Co.
   City and country of registered office (if applicable)
                                                                                        Wilmington, Delaware, USA
4. Full name of shareholder(s) (if different from 3.)v
                                                                                       J.P. Morgan Securities plc
   Name                                                           J.P. Morgan Equities South Africa Proprietary Ltd
                                                                      JPMorgan Chase Bank, National Association
   City and country of registered office (if applicable)
                                                                                             London, United Kingdom
  
5. Date on which the threshold was
                                                                                                       12 March 2021
   crossed or reached vi:
 
6. Date on which issuer notified
                                                                                                       16 March 2021
  (DD/MM/YYYY):

7. Total positions of person(s) subject to the notification obligation
                                                % of voting rights
                   % of voting rights at-
                                            through financial instru-   Total of both in %     Total number of voting
                   tached to shares (to-
                                                       ments               (8.A + 8.B)         rights held in issuervii
                        tal of 8. A)
                                             (total of 8.B 1 + 8.B 2)
  Resulting sit-
  uation on the
  date on                 4.77%                     0.97%                    5.74%                  380,590,061
  which
  threshold
  was crossed
  or reached
  Position of
  previous no-
  tification (if
  applicable)             4.51%                     2.52%                    7.03%
 
8. Notified details of the resulting situation on the date on which the threshold was crossed or
reached viii

A: Voting rights attached to shares
Class/type of            Number of voting rights ix                         % of voting rights
shares
ISIN code (if possible)             Direct                   Indirect                 Direct                Indirect
                                   (DTR5.1)                 (DTR5.2.1)              (DTR5.1)               (DTR5.2.1)

 IM00BH3JLY32                                              18,148,460                                        4.77%




SUBTOTAL 8. A                                              18,148,460                                        4.77%



B 1: Financial Instruments according to DTR5.3.1R (1) (a)
                                                                        Number of voting rights
Type of financial        Expiration         Exercise/                   that may be acquired if
                                                                                                    % of voting rights
instrument               datex              Conversion Periodxi         the instrument is
                                                                        exercised/converted.



                                            SUBTOTAL 8. B 1



B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)
                                            Exercise/          Physical or
 Type of finan-      Expiration                                                    Number of
                                            Conversion Pe-     cash                                 % of voting rights
 cial instrument     date x                                                         voting rights
                                            riod xi            settlement xii
 Cash-settled
                       30/07/2021             30/07/2021               Cash             288                  0.00%
 Equity Swap
 Cash-settled
                       07/12/2021             07/12/2021               Cash          3,524,926               0.93%
 Equity Swap
 Cash-settled
                       04/04/2022             04/04/2022               Cash           171,054                0.04%
 Equity Swap
                                                               SUBTOTAL
                                                               8.B.2
                                                                                     3,696,268               0.97%



 9. Information in relation to the person subject to the notification obligation (please mark the
 applicable box with an “X”)
 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
 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   X
 entity xiv (please add additional rows as necessary)
                                                          % of voting rights
                       % of voting rights if it                                           Total of both if it
                                                        through financial in-
                        equals or is higher                                              equals or is higher
     Name xv                                             struments if it equals
                        than the notifiable                                              than the notifiable
                                                        or is higher than the
                             threshold                                                       threshold
                                                         notifiable threshold
 JPMorgan
 Chase & Co.
 JPMorgan
 Chase Bank, Na-
 tional Associa-
 tion
 J.P. Morgan In-
 ternational Fi-
 nance Limited
 J.P. Morgan
 Capital Holdings
 Limited
 J.P. Morgan Se-
                                 4.75%                                                           5.72%
 curities plc


 JPMorgan
 Chase & Co.
 JPMorgan
 Chase Bank, Na-
 tional Associa-
 tion


 JPMorgan
 Chase & Co.
 JPMorgan
 Chase Bank, Na-
 tional Associa-
 tion
 J.P. Morgan In-
 ternational Fi-
 nance Limited
 J.P. Morgan
 Capital Holdings
 Limited
 J.P. Morgan EU
 Holdings Limited
 J.P. Morgan Eq-
 uities South Af-
 rica Proprietary
 Limited



10. In case of proxy voting, please identify:
Name of the proxy holder                                                                                    N/A
The number and % of voting rights held                                           N/A

The date until which the voting rights will be
                                                                                 N/A
held



11. Additional information xvi
Chain of controlled undertakings:

JPMorgan Chase & Co.
JPMorgan Chase Bank, National Association (100%)
J.P. Morgan International Finance Limited (100%)
J.P. Morgan Capital Holdings Limited (100%)
J.P. Morgan Securities plc (100%)

JPMorgan Chase & Co.
JPMorgan Chase Bank, National Association (100%)

JPMorgan Chase & Co.
JPMorgan Chase Bank, National Association (100%)
J.P. Morgan International Finance Limited (100%)
J.P. Morgan Capital Holdings Limited (100%)
J.P. Morgan EU Holdings Limited (100%)
J.P. Morgan Equities South Africa Proprietary Limited (100%)

Place of completion                                            London, United Kingdom

Date of completion                                                     16 March 2021
Notes
iPlease note this form should be read jointly with the applicable Disclosure Guidance and Transparency Rules Chapter 5 (DTR5)
available on the following link: https://www.handbook.fca.org.uk/handbook/DTR/5/?view=chapter
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.
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 DTR5.2.1 (b) to (h); (c) all parties to the agreement referred to in DTR5.2.1 (a) or (d) the holder of
financial instruments referred to in 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 DTR5.2.1 (b) to (h), the following list is provided as indication of the persons who should
be mentioned:

          - in the circumstances foreseen in 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;

          - in the circumstances foreseen in 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;

          - in the circumstances foreseen in 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;

          - in the circumstances foreseen in DTR5.2.1 (e), the controlling natural person or legal entity and, provided it has a notification
          duty at an individual level under DTR 5.1, under DTR5.2.1 (a) to (d) or under a combination of any of those situations, the
          controlled undertaking;

          - in the circumstances foreseen in 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;

          - in the circumstances foreseen in DTR5.2.1 (g), the natural person or legal entity that controls the voting rights;

          - in the circumstances foreseen in 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 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 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 held in the issuer 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, please note that it might not be necessary 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 (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 notifi-
cation 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 be tween
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.



17 March 2021

JSE sponsor
Java Capital

Date: 17-03-2021 11:30:00
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