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INTU PROPERTIES PLC - TR-1: Standard form for notification of major holdings

Release Date: 25/02/2019 16:37
Code(s): ITU     PDF:  
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TR-1: Standard form for notification of major holdings

INTU PROPERTIES PLC
(Registration number UK3685527)
ISIN Code: GB0006834344
JSE Code:      ITU
LEI: 213800JSNTERD5CJZO95



TR-1: Standard form for notification of major holdings

  NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft
  Word format if possible)I

  1a. Identity of the issuer or the underlying issuer
  of existing shares to which voting rights are at-                                Intu Properties Plc
  tachedii:
  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                                                                          X

  An acquisition or disposal of financial instruments

  An event changing the breakdown of voting rights

  Other (please specify)iii:

  3. Details of person subject to the notification obligationiv
  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
                                                                         JPMorgan Chase Bank, National Association
  City and country of registered office (if applicable)                                       London, United Kingdom

  5. Date on which the threshold was crossed or
                                                                                                     20 February 2019
  reachedvi:

  6. Date on which issuer notified (DD/MM/YYYY):                                                     22 February 2019

  7. Total positions of person(s) subject to the notification obligation
                                                        % of voting rights
                           % of voting rights at-                                                    Total number of
                                                    through financial instru-   Total of both in %
                           tached to shares (to-                                                     voting rights of is-
                                                               ments               (8.A + 8.B)
                                tal of 8. A)                                                         suervii
                                                     (total of 8.B 1 + 8.B 2)
  Resulting situation
  on the date on which
                                  0.18%                     5.78%                    5.96%               1,355,040,243


                                                                                                                   1
threshold was
crossed or reached

Position of previous
notification (if       0.27%   5.73%   6.00%
applicable)




                                               2
8. Notified details of the resulting situation on the date on which the threshold was crossed or
reachedviii
A: Voting rights attached to shares
Class/type of             Number of voting rightsix                          % of voting rights
shares
ISIN code (if possible)          Direct                  Indirect                     Direct                   Indirect
                             (Art 9 of Directive    (Art 10 of Directive          (Art 9 of Directive      (Art 10 of Directive
                          2004/109/EC) (DTR5.1)       2004/109/EC)             2004/109/EC) (DTR5.1)         2004/109/EC)
                                                        (DTR5.2.1)                                             (DTR5.2.1)

  GB0006834344                                          2,394,749                                               0.18%




SUBTOTAL 8. A                               2,394,749                                              0.18%



B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
                                                                           Number of voting rights
Type of financial in-     Expiration          Exercise/                    that may be acquired if
                                                                                                        % of voting rights
strument                  datex               Conversion Periodxi          the instrument is
                                                                           exercised/converted.

   Right to Recall               N/A                    N/A                            1                        0.00%

                                              SUBTOTAL 8. B 1                          1                        0.00%



B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive
2004/109/EC (DTR5.3.1.1 (b))
                                                                     Physical or
Type of finan-      Expiration         Exercise/                                     Number of
                                                                     cash                               % of voting rights
cial instrument     datex              Conversion Period xi                          voting rights
                                                                     settlementxii
 Cash Settled
  Call or Put        22/02/2019        Put: 255p Call:382.5p               Cash         1,065,165               0.08%
   Option*
 Cash Settled
  Call or Put        01/03/2019        Put: 255p Call:382.5p               Cash         1,065,165               0.08%
   Option*
 Cash Settled
  Call or Put        08/03/2019        Put: 255p Call:382.5p               Cash         1,065,165               0.08%
   Option*
 Cash Settled
  Call or Put        15/03/2019        Put: 255p Call:382.5p               Cash         1,065,165               0.08%
   Option*
 Cash Settled
  Call or Put        22/03/2019        Put: 255p Call:382.5p               Cash         1,065,165               0.08%
   Option*




                                                                                                                         3
Cash Settled
 Call or Put   29/03/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   05/04/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   12/04/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   18/04/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   26/04/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   03/05/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   10/05/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   17/05/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   24/05/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   31/05/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   07/06/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   14/06/2019   Put: 255p Call:382.5p   Cash   1,065,165   0.08%
  Option*
Cash Settled
 Call or Put   21/06/2019   Put: 255p Call:382.5p   Cash   1,065,164   0.08%
  Option*
Cash Settled
 Call or Put   28/06/2019   Put: 255p Call:382.5p   Cash   1,065,163   0.08%
  Option*
Cash Settled
 Call or Put   05/07/2019   Put: 255p Call:382.5p   Cash   1,065,159   0.08%
  Option*
Cash Settled
 Call or Put   12/07/2019   Put: 255p Call:382.5p   Cash   1,065,152   0.08%
  Option*
Cash Settled
 Call or Put   19/07/2019   Put: 255p Call:382.5p   Cash   1,065,137   0.08%
  Option*




                                                                           4
Cash Settled
 Call or Put   26/07/2019   Put: 255p Call:382.5p   Cash   1,065,113   0.08%
  Option*
Cash Settled
 Call or Put   02/08/2019   Put: 255p Call:382.5p   Cash   1,065,076   0.08%
  Option*
Cash Settled
 Call or Put   09/08/2019   Put: 255p Call:382.5p   Cash   1,065,020   0.08%
  Option*
Cash Settled
 Call or Put   16/08/2019   Put: 255p Call:382.5p   Cash   1,064,942   0.08%
  Option*
Cash Settled
 Call or Put   23/08/2019   Put: 255p Call:382.5p   Cash   1,064,837   0.08%
  Option*
Cash Settled
 Call or Put   30/08/2019   Put: 255p Call:382.5p   Cash   1,064,729   0.08%
  Option*
Cash Settled
 Call or Put   06/09/2019   Put: 255p Call:382.5p   Cash   1,064,564   0.08%
  Option*
Cash Settled
 Call or Put   13/09/2019   Put: 255p Call:382.5p   Cash   1,064,361   0.08%
  Option*
Cash Settled
 Call or Put   20/09/2019   Put: 255p Call:382.5p   Cash   1,064,116   0.08%
  Option*
Cash Settled
 Call or Put   27/09/2019   Put: 255p Call:382.5p   Cash   1,063,826   0.08%
  Option*
Cash Settled
 Call or Put   04/10/2019   Put: 255p Call:382.5p   Cash   1,063,489   0.08%
  Option*
Cash Settled
 Call or Put   11/10/2019   Put: 255p Call:382.5p   Cash   1,063,102   0.08%
  Option*
Cash Settled
 Call or Put   18/10/2019   Put: 255p Call:382.5p   Cash   1,062,665   0.08%
  Option*
Cash Settled
 Call or Put   25/10/2019   Put: 255p Call:382.5p   Cash   1,062,175   0.08%
  Option*
Cash Settled
 Call or Put   01/11/2019   Put: 255p Call:382.5p   Cash   1,061,632   0.08%
  Option*
Cash Settled
 Call or Put   08/11/2019   Put: 255p Call:382.5p   Cash   1,061,036   0.08%
  Option*
Cash Settled
 Call or Put   15/11/2019   Put: 255p Call:382.5p   Cash   1,060,386   0.08%
  Option*




                                                                           5
Cash Settled
 Call or Put   22/11/2019   Put: 255p Call:382.5p   Cash   1,059,684    0.08%
  Option*
Cash Settled
 Call or Put   29/11/2019   Put: 255p Call:382.5p   Cash   1,058,928    0.08%
  Option*
Cash Settled
 Call or Put   06/12/2019   Put: 255p Call:382.5p   Cash   1,058,121    0.08%
  Option*
Cash Settled
 Call or Put   13/12/2019   Put: 255p Call:382.5p   Cash   1,057,263    0.08%
  Option*
Cash Settled
 Call or Put   20/12/2019   Put: 255p Call:382.5p   Cash   1,056,354    0.08%
  Option*
Cash-settled
               28/02/2019        28/02/2019         Cash   1,000,000    0.07%
Equity Swap
Cash-settled
               04/03/2019        04/03/2019         Cash    10,191      0.00%
Equity Swap
Cash-settled
               02/04/2019        02/04/2019         Cash    13,390      0.00%
Equity Swap
Cash-settled
               12/04/2019        12/04/2019         Cash   1,300,875    0.10%
Equity Swap
Cash-settled
               18/04/2019        18/04/2019         Cash    33,635      0.00%
Equity Swap
Cash-settled
               02/05/2019        02/05/2019         Cash     2,181      0.00%
Equity Swap
Cash-settled
               22/05/2019        22/05/2019         Cash   2,100,000    0.15%
Equity Swap
Cash-settled
               12/06/2019        12/06/2019         Cash    13,531      0.00%
Equity Swap
Cash-settled
               18/06/2019        18/06/2019         Cash    892,358     0.07%
Equity Swap
Cash-settled
               02/07/2019        02/07/2019         Cash    17,693      0.00%
Equity Swap
Cash-settled
               30/07/2019        30/07/2019         Cash    581,502     0.04%
Equity Swap
Cash-settled
               02/08/2019        02/08/2019         Cash     9,435      0.00%
Equity Swap
Cash-settled
               05/08/2019        05/08/2019         Cash   1,046,162    0.08%
Equity Swap
Cash-settled
               03/09/2019        03/09/2019         Cash    25,190      0.00%
Equity Swap
Cash-settled
               18/09/2019        18/09/2019         Cash   11,091,875   0.82%
Equity Swap
Cash-settled
               02/10/2019        02/10/2019         Cash    293,288     0.02%
Equity Swap
Cash-settled
               09/10/2019        09/10/2019         Cash    84,377      0.01%
Equity Swap
Cash-settled
               04/11/2019        04/11/2019         Cash    366,015     0.03%
Equity Swap
Cash-settled
               27/11/2019        27/11/2019         Cash   1,365,396    0.10%
Equity Swap


                                                                            6
Cash-settled
                03/12/2019           03/12/2019              Cash          188,947             0.01%
Equity Swap
Cash-settled
                05/12/2019           05/12/2019              Cash          500,000             0.04%
Equity Swap
Cash-settled
                03/01/2020           03/01/2020              Cash           81,647             0.01%
Equity Swap
Cash-settled
                07/01/2020           07/01/2020              Cash          846,955             0.06%
Equity Swap
Cash-settled
                15/01/2020           15/01/2020              Cash           22,241             0.00%
Equity Swap
Cash-settled
                04/02/2020           04/02/2020              Cash           37,089             0.00%
Equity Swap
Cash-settled
                06/02/2020           06/02/2020              Cash          190,478             0.01%
Equity Swap
Cash-settled
                13/02/2020           13/02/2020              Cash           20,090             0.00%
Equity Swap
Cash-settled
                24/02/2020           24/02/2020              Cash          129,272             0.01%
Equity Swap
Cash-settled
                28/02/2020           28/02/2020              Cash         1,118,185            0.08%
Equity Swap
Cash-settled
                03/03/2020           03/03/2020              Cash           4,991              0.00%
Equity Swap
Cash-settled
                09/03/2020           09/03/2020              Cash         1,522,940            0.11%
Equity Swap
Cash-settled
                17/03/2020           17/03/2020              Cash         4,243,589            0.31%
Equity Swap
Cash-settled
                18/03/2020           18/03/2020              Cash           7,356              0.00%
Equity Swap
Cash-settled
                24/03/2020           24/03/2020              Cash          403,255             0.03%
Equity Swap
Cash-settled
                23/07/2020           23/07/2020              Cash          389,437             0.03%
Equity Swap
Cash-settled
                14/08/2020           14/08/2020              Cash          438,913             0.03%
Equity Swap
Cash-settled
                26/07/2023           26/07/2023              Cash         1,184,968            0.09%
Equity Swap
                                                          SUBTOTAL
                                                          8.B.2
                                                                         78,382,442            5.78%




            * Please note that either a call or a put option (but not both) can be exercised upon ma-
   turity, depending on the share price of Intu Properties Plc.




                                                                                                        7
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 entity xiv       X
(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
          Namexv                                                  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,
National Association
J.P. Morgan Interna-
tional Finance Limited
J.P. Morgan Capital
Holdings Limited
J.P. Morgan Securities
                                                                            5.78%                           5.96%
plc


JPMorgan Chase & Co.
JPMorgan Chase Bank,
National Association


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 held                                                                        N/A




11. Additional informationxvi

Table 8A) Includes stock borrows of 71,854,187 (5.30%)

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%)


                                                                                                                       8
JPMorgan Chase & Co.
JPMorgan Chase Bank, National Association (100%)




Place of completion                                                                                        London, United Kingdom

Date of completion                                                                                                  22 February 2019

    25 February 2019

    JSE Sponsor:
    Merrill Lynch South Africa (Pty) Ltd


    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.
    iiFull 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:

          - 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;

          - 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;

          - 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;

          - 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;

          - 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;




                                                                                                                                   9
         - 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;

         - 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 notifi-
able threshold for the disclosure of voting rights holdings in accordance with national practices (e.g. identification of
funds managed by management companies).
viThe 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.
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 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.
xiIf 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.
xivThe 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.).
xvThe 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.




                                                                                                                               10

Date: 25/02/2019 04:37:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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