25 February 2021
Vulcan Industries plc
(“Vulcan” or the “Company”)
Holdings in the Company
Vulcan Industries plc (AQSE: VULC) informs that Zanete Fergusone has transferred all of her shares (21,000,000 in total) in the Company to JD Capital Limited (“JD Capital”), a company of which she is the sole shareholder. The notifications set out at the end of this announcement, made in accordance with the requirements of MAR, provide further detail in relation to this transaction. Zanete Fergusone is subject to a lock-in agreement and a relationship agreement, both dated 22 May 2020 and effective from the date of the admission of the Company’s equity to the Aquis Stock Exchange Growth Market on 1 June 2020. In connection with the transfer of Mrs Fergusone’s shares to JD Capital, JD Capital has entered into Deeds of Adherence with the Company and First Sentinel Corporate Finance pursuant to which JD Capital has undertaken to the Company and First Sentinel Corporate Finance to be bound by both agreements in all respects and to observe and perform all of the provisions and obligations previously applicable to or binding on Zanete Fergusone in so far as they fall to be observed or performed on or after the date of the transfer.
For further information, visit: https://vulcanplc.com
Contacts
|
Vulcan Industries plc
|
Via Vox Markets
|
| Ian Tordoff, Chairman |
|
| John Maxwell, CEO |
|
|
|
|
First Sentinel Corporate Finance Ltd (AQSE Corporate Adviser)
|
+44 7876 888 011
|
| Brian Stockbridge |
|
| Gabrielle Cordeiro |
|
|
|
|
Vox Markets (Media and Investor Relations)
|
[email protected] |
| Kat Perez |
+44 7881 622 830 |
| Paul Cornelius |
+ 44 7866 384 707 |
About Vulcan
Vulcan seeks to acquire and consolidate traditional but historically profitable engineering, manufacturing and industrial SMEs for value and to enhance this value in part through group synergies, but primarily by unlocking growth which is not being achieved as a standalone private company.
TR-1: S
tandard 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 attached
ii
:
|
Vulcan Industries PLC |
|
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 |
|
| An event changing the breakdown of voting rights |
|
| Other (please specify)iii: Transfer to Nominee |
X |
|
3. Details of person subject to the notification obligation
iv
|
| Name |
Zanete Fergusone |
| City and country of registered office (if applicable) |
|
|
4. Full name of shareholder(s) (if different from 3.)v |
| Name |
|
| City and country of registered office (if applicable) |
|
|
5. Date on which the threshold was crossed or reached
vi
:
|
24 February 2021 |
|
6. Date on which issuer notified (DD/MM/YYYY):
|
24 February 2021 |
|
7. Total positions of person(s) subject to the notification obligation
|
|
% of voting rights attached to shares (total of 8. A) |
% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2) |
Total of both in % (8.A + 8.B) |
Total number of voting rights of issuervii |
| Resulting situation on the date on which threshold was crossed or reached |
0% |
|
|
280,786,938 |
Position of previous notification (if
applicable) |
7.48% |
|
|
|
|
|
|
|
|
|
|
|
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
shares
ISIN code (if possible) |
Number of voting rights
ix
|
% of voting rights
|
Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
Ordinary £0.0004
GB00BKMDX634 |
0 |
21,000,000 |
0% |
7.48% |
|
|
|
|
|
|
|
|
|
|
|
SUBTOTAL 8. A
|
21,000,000 |
7.48% |
|
|
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
|
|
Type of financial instrument
|
Expiration
date
x
|
Exercise/
Conversion Period
xi
|
Number of voting rights that may be acquired if the instrument is
exercised/converted.
|
% of voting rights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUBTOTAL 8. B 1
|
|
|
|
|
B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
|
|
Type of financial instrument
|
Expiration
date
x
|
Exercise/
Conversion Period
xi
|
Physical or cash
settlement
xii
|
Number of voting rights
|
% of voting rights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUBTOTAL 8.B.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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) issuerxiii |
X |
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 entityxiv (please add additional rows as necessary) |
|
|
Name
xv
|
% of voting rights if it equals or is higher than the notifiable threshold
|
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold
|
Total of both if it equals or is higher than the notifiable threshold
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.
In case of proxy voting, please identify:
|
| Name of the proxy holder |
|
| The number and % of voting rights held |
|
| The date until which the voting rights will be held |
|
|
|
11. Additional information
xvi
|
|
|
|
|
|
|
|
Place of completion
|
Oxshott, UK |
|
Date of completion
|
24 February 2021 |
TR-1: S
tandard 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 attached
ii
:
|
Vulcan Industries PLC |
|
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 |
|
| An event changing the breakdown of voting rights |
|
| Other (please specify)iii: Transfer to Nominee |
X |
|
3. Details of person subject to the notification obligation
iv
|
| Name |
J D Capital Limited |
| City and country of registered office (if applicable) |
|
|
4. Full name of shareholder(s) (if different from 3.)v |
| Name |
|
| City and country of registered office (if applicable) |
|
|
5. Date on which the threshold was crossed or reached
vi
:
|
24 February 2021 |
|
6. Date on which issuer notified (DD/MM/YYYY):
|
24 February 2021 |
|
7. Total positions of person(s) subject to the notification obligation
|
|
% of voting rights attached to shares (total of 8. A) |
% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2) |
Total of both in % (8.A + 8.B) |
Total number of voting rights of issuervii |
| Resulting situation on the date on which threshold was crossed or reached |
9.62% |
|
|
280,786,938 |
Position of previous notification (if
applicable) |
0% |
|
|
|
|
|
|
|
|
|
|
|
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
shares
ISIN code (if possible) |
Number of voting rights
ix
|
% of voting rights
|
Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
Ordinary £0.0004
GB00BKMDX634 |
29,199,998 |
|
9.62% |
|
|
|
|
|
|
|
|
|
|
|
|
SUBTOTAL 8. A
|
29,199,998 |
9.62% |
|
|
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
|
|
Type of financial instrument
|
Expiration
date
x
|
Exercise/
Conversion Period
xi
|
Number of voting rights that may be acquired if the instrument is
exercised/converted.
|
% of voting rights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUBTOTAL 8. B 1
|
|
|
|
|
B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
|
|
Type of financial instrument
|
Expiration
date
x
|
Exercise/
Conversion Period
xi
|
Physical or cash
settlement
xii
|
Number of voting rights
|
% of voting rights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUBTOTAL 8.B.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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) issuerxiii |
|
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 entityxiv (please add additional rows as necessary) |
X |
|
Name
xv
|
% of voting rights if it equals or is higher than the notifiable threshold
|
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold
|
Total of both if it equals or is higher than the notifiable threshold
|
| Zanete Fergusone |
9.61% |
|
9.61% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.
In case of proxy voting, please identify:
|
| Name of the proxy holder |
|
| The number and % of voting rights held |
|
| The date until which the voting rights will be held |
|
|
|
11. Additional information
xvi
|
| Zanete Fergusone is the sole shareholder of JD Capital Limited |
|
|
|
|
|
|
Place of completion
|
Oxshott, UK |
|
Date of completion
|
24 February 2021 |