Third Point Offshore Holding(s) in Company
July 04 2019 - 11:10AM
UK Regulatory
TIDMTPOG TIDMTPOU
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 Third Point Offshore Investors Limited
issuer of existing shares to which voting (a closed-ended investment company
rights are attachedii: incorporated with limited liability under the
laws of
Guernsey with registered number 47161)
LEI: 549300WXTCG65AQ7V644
1b. Please indicate if the issuer is a non-UK issuer (please mark with an "X"
if appropriate)
Non-UK issuer x
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 x
Other (please specify)iii:
3. Details of person subject to the notification obligationiv
Name 1. Third Point LLC
2. Third Point Advisors II LLC
3. Daniel Loeb
City and country of registered office (if New York, USA
applicable)
4. Full name of shareholder(s) (if different from 3.)v
Name 1. Vidacos Nominees Limited for
shares in which Third Point LLC is
interested;
2. Third Point Opportunities Master
Fund L.P. for shares in which Third Point LLC
is interested; and
3. Chase Nominees Limited for shares
beneficially owned by Daniel Loeb
City and country of registered office (if New York, USA
applicable)
5. Date on which the threshold was crossed or 01/07/2019
reachedvi:
6. Date on which issuer notified (DD/MM/YYYY): 03/07/2019
7. Total positions of person(s) subject to the notification obligation
% of voting % of voting rights Total of both in Total number of
rights attached through financial % (8.A + 8.B) voting rights of
to shares (total instruments issuervii
of 8. A) (total of 8.B 1 +
8.B 2)
Resulting 8.30% N/A 8.3% 5,630,443
situation on the
date on which
threshold was
crossed or reached
Position of 11.38% N/A 11.38%
previous
notification (if
applicable)
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 Direct Indirect Direct Indirect
possible) (Art 9 of (Art 10 of (Art 9 of Directive (Art 10 of
Directive 2004/ Directive 2004/109/ 2004/109/EC) (DTR5.1) Directive 2004/
109/EC) (DTR5.1) EC) (DTR5.2.1) 109/EC)
(DTR5.2.1)
USD - GG00B1YQ7219 0 0%
(The interests of
Third Point of
Third Point LLC and
Daniel Loeb are
indirect - see box
9 below)
USD - GG00B1YQ7219 4,884,701 7.20%
(The interests of
Third Point
Advisors II LLC and
Daniel Loeb are
indirect - see box
9 below.)
USD - GG00B1YQ7219 745,742 1.10%
(Daniel Loeb is
the beneficial
owner of these
shares - see box
9 below)
SUBTOTAL 8. A
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC
(DTR5.3.1.1 (a))
Type of financial Expiration Exercise/ Number of voting rights % of voting
instrument datex Conversion Periodxi that may be acquired if rights
the instrument is
exercised/converted.
N/A N/A N/A N/A N/A
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 Expiration Exercise/ Physical or cash Number of % of voting
financial datex Conversion settlementxii voting rights rights
instrument Period xi
N/A N/A N/A N/A N/A N/A
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)
Namexv % of voting rights if % of voting rights Total of both if it
it equals or is higher through financial equals or is higher
than the notifiable instruments if it than the notifiable
threshold equals or is higher threshold
than the notifiable
threshold
Third Point LLC (is the 0% of the total voting N/A 0% of the total voting
discretionary manager rights rights
of various
discretionary managed
accounts which in
aggregate own 0 USD
shares). Daniel Loeb
wholly owns Third Point
LLC.
Third Point Advisors II 7.20% of the total N/A 7.20% of the total
LLC (is the voting rights voting rights
discretionary manager
of various
discretionary managed
accounts which in
aggregate own 4,884,701
USD shares). Daniel
Loeb wholly owns Third
Point Advisors II LLC.
Daniel Loeb (is the 1.10% of total voting N/A 1.10% of total voting
beneficial owner of rights rights
745,742 USD shares in
his personal capacity)
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 N/A
held
11. Additional informationxvi
In accordance with the Repurchase Policy announced on 2 May 2018, the Board of
Third Point Offshore Investors Ltd. announced that the Company has redeemed
3,379,753 shares held by Third Point Offshore Fund, Ltd. (the "Master Fund")
for cancellation. The shares redeemed represent 4.98% of the Company's
outstanding shares. As a consequence, the holding of Third Point LLC's shares
decreased by 3,379,753 shares and the aggregate holding of total voting rights
held by the three parties crossed below the 10% threshold.
Place of completion New York, USA
Date of completion 01/07/2019
END
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