Wrap Text
TR-1: Standard form for notification of major holdings
Hammerson plc
(Incorporated in England and Wales)
(Company number 360632)
LSE share code: HMSO JSE share code: HMN
ISIN: GB0004065016
(“Hammerson” or “the Company”)
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- Hammerson 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
J.P. Morgan Securities LLC
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 crossed or
01 March 2019
reachedvi:
6. Date on which issuer notified (DD/MM/YYYY): 05 March 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
threshold was
0.31% 4.87% 5.18 % 766,293,613
crossed or reached
Position of previous
Below minimum Below minimum Below minimum
notification (if
applicable) threshold threshold threshold
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)
GB0004065016 2,398,913 0.31%
SUBTOTAL 8. A 2,398,913 0.31%
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.
Physically Settled
05/03/2019 Call: 7.864, Put: 5.243 739,705 0.10%
Call or Put Option*
Physically Settled
12/03/2019 Call: 7.864, Put: 5.243 739,705 0.10%
Call or Put Option*
Physically Settled
19/03/2019 Call: 7.864, Put: 5.243 739,705 0.10%
Call or Put Option*
Physically Settled
15/06/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
22/06/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
29/06/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
06/07/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
13/07/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
20/07/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
27/07/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
03/08/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
10/08/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
17/08/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
24/08/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
28/08/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
07/09/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
14/09/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
21/09/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
28/09/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
05/10/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
12/10/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
19/10/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
26/10/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
02/11/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
09/11/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
16/11/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
23/11/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
30/11/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
07/12/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
14/12/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
21/12/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
29/12/2020 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
04/01/2021 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
11/01/2021 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
18/01/2021 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
25/01/2021 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
01/02/2021 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
Physically Settled
08/02/2021 Call: 7.864, Put: 5.243 600,000 0.08%
Call or Put Option*
SUBTOTAL 8. B 1 23,219,115 3.03%
* Please note that either a call or a put option (but not both) can be exercised upon maturity, de-
pending on the share price of Hammerson Plc.
B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive
2004/109/EC (DTR5.3.1.1 (b))
Exercise/
Type of financial Expiration Physical or cash Number of
Conversion Pe- % of voting rights
instrument datex settlementxii voting rights
riod xi
Cash-settled
08/03/2019 08/03/2019 Cash 2,250,000 0.29%
Equity Swap
Cash-settled
11/03/2019 11/03/2019 Cash 731,000 0.10%
Equity Swap
Cash-settled
24/04/2019 24/04/2019 Cash 1,250,000 0.16%
Equity Swap
Cash-settled
02/05/2019 02/05/2019 Cash 2,133,000 0.28%
Equity Swap
Cash-settled
10/05/2019 10/05/2019 Cash 1,325,000 0.17%
Equity Swap
Cash-settled
05/06/2019 05/06/2019 Cash 21,663 0.00%
Equity Swap
Cash-settled
12/06/2019 12/06/2019 Cash 7,703 0.00%
Equity Swap
Cash-settled
19/07/2019 19/07/2019 Cash 463 0.00%
Equity Swap
Cash-settled
05/08/2019 05/08/2019 Cash 176,657 0.02%
Equity Swap
Cash-settled
23/09/2019 23/09/2019 Cash 10,755 0.00%
Equity Swap
Cash-settled
13/12/2019 13/12/2019 Cash 1,070,146 0.14%
Equity Swap
Cash-settled
30/12/2019 30/12/2019 Cash 5,568 0.00%
Equity Swap
Cash-settled
06/01/2020 06/01/2020 Cash 9,698 0.00%
Equity Swap
Cash-settled
15/01/2020 15/01/2020 Cash 1,615,502 0.21%
Equity Swap
Cash-settled
03/03/2020 03/03/2020 Cash 14,140 0.00%
Equity Swap
Cash-settled
19/03/2020 19/03/2020 Cash 549,199 0.07%
Equity Swap
Cash-settled
24/03/2020 24/03/2020 Cash 15,075 0.00%
Equity Swap
Cash-settled
30/03/2020 30/03/2020 Cash 1,001,258 0.13%
Equity Swap
Cash-settled
01/05/2020 01/05/2020 Cash 15,093 0.00%
Equity Swap
Cash-settled
26/05/2020 26/05/2020 Cash 22,216 0.00%
Equity Swap
Cash-settled
11/08/2020 11/08/2020 Cash 20,015 0.00%
Equity Swap
Cash-settled
21/08/2020 21/08/2020 Cash 32,932 0.00%
Equity Swap
Cash-settled
07/09/2020 07/09/2020 Cash 16,001 0.00%
Equity Swap
Cash-settled
22/02/2021 22/02/2021 Cash 633,199 0.08%
Equity Swap
Cash-settled
08/02/2023 08/02/2023 Cash 1,146,735 0.15%
Equity Swap
Cash-settled
15/02/2024 15/02/2024 Cash 245 0.00%
Equity Swap
SUBTOTAL
8.B.2
14,073,263 1.84%
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
4.87% 5.18%
plc
JPMorgan Chase & Co.
JPMorgan Chase Bank,
National Association
JPMorgan Chase & Co.
JPMorgan Chase Bank,
National Association
J.P. Morgan Interna-
tional Finance Limited
J.P. Morgan EU Capital
Holdings Limited
J.P. Morgan EU Hold-
ings Limited
J.P. Morgan Equities
South Africa Proprietary
Limited
JPMorgan Chase & Co.
JPMorgan Chase Hold-
ings LLC
J.P. Morgan Broker-
Dealer Holdings Inc.
J.P. Morgan Securities
LLC
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 20,842,985 (2.72%)
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. (100%)
JPMorgan Chase Holdings LLC (100%)
J.P. Morgan Broker-Dealer Holdings Inc. (100%)
J.P. Morgan Securities LLC (100%)
JPMorgan Chase & Co.
JPMorgan Chase Bank, National Association (100%)
J.P. Morgan International Finance Limited (100%)
J.P. Morgan EU 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 05 March 2019
For further information contact:
Julia Crane
Deputy Company Secretary
Tel: +44 (0)20 7887 1000
Hammerson has its primary listing on the London Stock Exchange and a secondary inward list-
ing on the Johannesburg Stock Exchange.
6 March 2019
Sponsor:
Investec Bank Limited
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;
- 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;
8
- 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.
Date: 06/03/2019 12:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
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indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
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