TR-1: Standard form for notification of major holdings
1. Issuer Details
ISIN
GB00BFMDJC60
Issuer Name
SUPPLY@ME CAPITAL PLC
UK or Non-UK Issuer
UK
2. Reason for Notification
An acquisition or disposal of voting rights
3. Details of person subject to the notification obligation
Name
the AvantGarde Group S.p.A.
City of registered office (if applicable)
Milano
Country of registered office (if applicable)
Italia
4. Details of the shareholder
Full name of shareholder(s) if different from the person(s) subject to the notification obligation, above
City of registered office (if applicable)
Country of registered office (if applicable)
5. Date on which the threshold was crossed or reached
30-Jun-2023
6. Date on which Issuer notified
30-Jun-2023
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 |
| Resulting situation on the date on which threshold was crossed or reached | 24.026684 | 0.000000 | 24.026684 | 14694038529 |
| Position of previous notification (if applicable) | 22.779595 | 0.000000 | 22.779595 | |
8. Notified details of the resulting situation on the date on which the threshold was crossed or reached
8A. Voting rights attached to shares
| Class/Type of shares ISIN code(if possible) | Number of direct voting rights (DTR5.1) | Number of indirect voting rights (DTR5.2.1) | % of direct voting rights (DTR5.1) | % of indirect voting rights (DTR5.2.1) |
| GB00BFMDJC60 | 14694038529 | | 24.026684 | |
| Sub Total 8.A | 14694038529 | 24.026684% | ||
8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))
| Type of financial instrument | Expiration date | Exercise/conversion period | Number of voting rights that may be acquired if the instrument is exercised/converted | % of voting rights |
|
| | | | |
| Sub Total 8.B1 | | | | |
8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))
| Type of financial instrument | Expiration date | Exercise/conversion period | Physical or cash settlement | Number of voting rights | % of voting rights |
|
| | | | | |
| Sub Total 8.B2 | | | | ||
9. Information in relation to the person subject to the notification obligation
2. 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 entities (please add additional rows as necessary)
| Ultimate controlling person | Name of controlled undertaking | % 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 |
| Alessandro Zamboni | | 24.026684 | | 24.026684% |
| the AvantGarde Group S.p.A. | | 24.026684 | | 24.026684% |
| 1AF2 Ltd | | 13.688134 | | 13.688134% |
10. In case of proxy voting
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
This notification has been made following the acquisition of 1,026,525,520 ordinary shares of nominal value £0.00002 each in the share capital of Supply@ME Capital plc executed in connection with the restructuring of Supply@ME Capital plc's relationship with TradeFlow Capital Management Pte. Limited which was announced by RNS on 30 June 2023.
The acquisition of the 1,026,525,520 existing ordinary shares of Supply@ME Capital plc by the AvantGarde Group S.p.A was at a deemed price per ordinary share of 0.195 pence, approximately 50% above the closing price on 29 June 2023 of 0.13 pence per Ordinary Share.
Reference has been made to the total voting rights RNS by Supply@ME Capital plc on 15/6/2023, at which point the total voting rights denominator increased to 61,157,163,350.
(*) The percentage stated does not include the securities transferred (equal to 5,893,824,429 ordinary shares in the capital of Supply@ME Capital plc) in accordance with the three stock-lending transactions announced by 1AF2 S.r.l. on 29 July 2020, recently updated by The AvantGarde Group S.p.A. and, accordingly, disclosed by way of RNS announcement by Supply@Me Capital plc on 17 August 2022.
(**) 1AF2 Ltd is fully owned by The AvantGarde Group S.p.A.. On 21 July 2021, 1AF2 Ltd issued a secured bond which envisaged the creation of a charge containing fixed charge(s), floating charge(s) and negative pledge over 1AF2 Ltd (charge code: 1338 2084 0001). As indicated above, the assets of 1AF2 Ltd currently includes 8,371,274,298 ordinary shares in the capital of Supply@ME Capital plc. Alessandro Zamboni is the ultimate controlling natural person of The AvantGarde Group S.p.A. and 1AF2 Ltd.
12. Date of Completion
30-Jun-2023
13. Place Of Completion
London
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