Last checked at 10 Feb 2022 14:55
CLS Holdings plc
(the "Company")
Holding(s) in Company
TR-1: Standard form for notification of major holdings
NOTIFICATION OF MAJOR HOLDINGS | ||||||
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii: | CLS Holdings plc LEI: 213800A357TKB2TD9U78 | |||||
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 obligation iv | ||||||
Name | Creative Value Investment Group Limited, trading as: 1. Creative Value Investment I Limited 2. Creative Value Investment II Limited 3. Creative Value Investment III Limited 4. Creative Value Investment IV Limited 5. Creative Value Investment V Limited 6. Creative Value Invesment VII Limited 7. Creative Value Invesment VIII Limited | |||||
City and country of registered office (if applicable) | St. Peter Port, United Kingdom | |||||
4. Full name of shareholder(s) (if different from 3.) v | ||||||
Name | Lynchwood Nominees Limited as nominee for Creative Value Investment VIII Limited; HSBC Global Custody Nominee UK Limited as nominee for Creative Value III Limited; and Security Services Nominees Limited as nominee for Creative Value Investment I Limited, Creative Value Investment II Limited, and Creative Value Investment VII Limited. | |||||
City and country of registered office (if applicable) | London, UK | |||||
5. Date on which the threshold was crossed or reached vi: | 07 February 2022 | |||||
6. Date on which issuer notified (DD/MM/YYYY): | 08 February 2022 | |||||
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 held in issuer (8.A + 8.B) vii | |||
Resulting situation on the date on which threshold was crossed or reached | 51.460706 | 0.0000000 | 51.460706 | 209,648,740 | ||
Position of previous notification (if applicable) | ||||||
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 ofshares ISIN code (if possible) | Number of voting rights ix | % of voting rights | |||||||
Direct (DTR5.1) | Indirect (DTR5.2.1) | Direct (DTR5.1) | Indirect (DTR5.2.1) | ||||||
Ordinary Shares GB00BF044593 held by Creative Value Investment I Limited
| 32,352,960
| 7.941408
| |||||||
Ordinary Shares GB00BF044593 held by Creative Value Investment II Limited
| 30,603,460 | 7.511973 | |||||||
Ordinary Shares GB00BF044593 held by Creative Value Investment III Limited
| 34,191,390 | 8.392672 | |||||||
Ordinary Shares GB00BF044593 held by Creative Value Investment IV Limited
| 25,000,000 | 6.136539 | |||||||
Ordinary Shares GB00BF044593 held by Creative Value Investment V Limited
| 23,882,070 | 5.862130 | |||||||
Ordinary Shares GB00BF044593 held by Creative Value Investment VI Limited
| 3,618,860 | 0.888291 | |||||||
Ordinary Shares GB00BF044593 held by Creative Value Investment VII Limited
| 25,000,000
| 6.136539 | |||||||
Ordinary Shares GB00BF044593 held by Creative Value Investment VIII Limited
| 35,000,000 | 8.591154 | |||||||
SUBTOTAL 8. A | 209,648,740 | 51.460706% | |||||||
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B 1: Financial Instruments according to DTR5.3.1R (1) (a) | |||||||||
Type of financial instrument | Expirationdate 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 | |||||||||
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B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b) | |||||||||
Type of financial instrument | Expirationdate x | Exercise/Conversion Period xi | Physical or cash Settlement xii | Number of voting rights | % of voting rights | ||||
SUBTOTAL 8.B.2 | |||||||||
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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 thefinancial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv | 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 | |
The Trustees of the Sten and Karin Mortstedt Family & Charity Trust
| Creative Value Investment Group Limited | 51.460707 | 51.460707% | |
The Trustees of the Sten and Karin Mortstedt Family & Charity Trust
| Creative Value Investment I Limited | 7.941408 | 7.941408% | |
The Trustees of the Sten and Karin Mortstedt Family & Charity Trust
| Creative Value Investment II Limited | 7.511973 | 7.511973% | |
The Trustees of the Sten and Karin Mortstedt Family & Charity Trust
| Creative Value Investment III Limited | 8.392672 | 8.392672% | |
The Trustees of the Sten and Karin Mortstedt Family & Charity Trust
| Creative Value Investment IV Limited | 6.136539 | 6.136539% | |
The Trustees of the Sten and Karin Mortstedt Family & Charity Trust
| Creative Value Investment V Limited | 5.862130 | 5.862130% | |
The Trustees of the Sten and Karin Mortstedt Family & Charity Trust
| Creative Value Investment VI Limited | 0.888291 | 0.888291% | |
The Trustees of the Sten and Karin Mortstedt Family & Charity Trust
| Creative Value Investment VII Limited | 6.136539 | 6.136539% | |
The Trustees of the Sten and Karin Mortstedt Family & Charity Trust
| Creative Value Investment VIII Limited | 8.591154 | 8.591154% | |
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 | ||||
Creative Value Investment Group Limited is the holding company of the interests in the issuer of The Sten and Karin Mortstedt Family & Charity Trust. Creative Value Investment Group Limited holds the relevant interests in the issuer through various subsidiary entities.
The transaction which is the subject of these disclosures is an internal re-structuring in connection with the issuer's conversion to REIT status.
As a result of such transaction, the indirect interests of both Creative Value Investment Group Limited and The Trustees of the Sten and Karin Mortstedt Family & Charity Trust remain unchanged, such that no thresholds have been crossed on an aggregated basis.
The shareholdings of Creative Value Investment Group Limited's subsidiary entities in the issuer have been reorganised such that eight subsidiary entities now hold the relevant interests in the issuer, rather than three (as previously). As a result, Creative Value Investment I Limited, Creative Value Investment II Limited and Creative Value Investment III Limited have decreased their holdings in relevant interests in the issuer and Creative Value Investment IV Limited, Creative Value Investment V Limited, Creative Value Investment VI Limited, Creative Value Investment VII Limited and Creative Value Investment VIII Limited have increased their holdings in relevant interests in the issuer.
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Place of completion | London, UK |
Date of completion | 10 February 2022 |