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) | ||
| | ||
| 1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are at- tached: |
Sigmaroc 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 | X | |
| An acquisition or disposal of financial instruments | | |
| An event changing the breakdown of voting rights | | |
| Other (please specify): | | |
| 3. Details of person subject to the notification obligation | ||
| Name | Conversant Capital LLC | |
| City and country of registered office (if applicable) | Wilmington, Delaware, USA | |
| 4. Full name of shareholder(s)(if different from 3.) | ||
| Name | Conversant GP Holdings LLC | |
| City and country of registered office (if applicable) | Wilmington, Delaware, USA | |
| Name | Conversant Opportunity Master Fund LP | |
| City and country of registered office (if applicable) | Cayman Islands | |
| Name | Conversant Opportunity Fund LP | |
| City and country of registered office (if applicable) | Wilmington, Delaware, USA | |
| Name | Conversant Opportunity Offshore Fund LP | |
| City and country of registered office (if applicable) | Cayman Islands | |
| 5. Date on which the threshold was crossed or reached: | 04/01/2024 | |
| 6. Date on which issuer notified (DD/MM/YYYY): | 04/01/2024 | |
| 7. Total positions of person(s) subject to the notification obligation | ||||
| | % of voting rights at- tached to shares (to- tal of 8. A) | % of voting rights through financial instru- ments (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) |
| Resulting situation on the date on which threshold was crossed or reached |
5.30% |
0.00% |
5.30% |
58,947,368 |
| Position of previous notification (if applicable) | | | |
|
| 8. Notified details of the resulting situation on the date on which the threshold was crossed or reached | ||||||
| A: Voting rights attached to shares | ||||||
| Class/type of shares ISIN code (if possible) | Number of voting rights | % of voting rights | ||||
| Direct (DTR5.1) | Indirect (DTR5.2.1) | Direct (DTR5.1) | Indirect (DTR5.2.1) | |||
|
GB00BYX5K988 | |
58,947,368 | | 5.30% (rounding to the nearest 0.01%) | ||
| | | | | | ||
| | | | | | ||
| SUBTOTAL 8. A | 58,947,368 | 5.30% | ||||
| | ||||||
| B 1: Financial Instruments according to DTR5.3.1R (1) (a) | ||||||
|
Type of financial in- strument |
Expiration date |
Exercise/ Conversion Period | 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 DTR5.3.1R (1) (b) | |||||
| Type of financial instrument | Expiration date | Exercise/ Conversion Pe- riod | Physical or cash Settlement | 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) issuer | | |||
| 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 (please add additional rows as necessary) | | |||
|
Name |
% of voting rights if it equals or is higher than the notifiable threshold | % of voting rights through financial in- struments if it equals or is higher than the notifiable threshold |
Total of both if it equals or is higher than the notifiable threshold | |
| Michael J. Simanovsky | | | | |
| Conversant Capital LLC | | | | |
| Conversant GP Holdings LLC, as the general partner of each of Conversant Op- portunity Fund LP, Conver- sant Opportunity Offshore Fund LP and Conversant Opportunity Master Fund LP | | | | |
| Conversant Opportunity Fund LP, as a feeder fund into Conversant Oppor- tunity Master Fund LP | | | | |
| Conversant Opportunity Offshore Fund LP, as a feeder fund into Conversant Opportunity Master Fund LP | | | | |
| Conversant Opportunity Master Fund LP | 5.30% | 0.00% | 5.30% |
| | |||
| 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 | |||
| | |||
| Place of completion | Summit, New Jersey, USA |
| Date of completion | 04/01/2024 |
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