Holding announcement according to article 135 section 2 BörseG (ESMA 2015/1597)
OMV Aktiengesellschaft: Release according to article 135 section 2 BörseG
Vienna (pta029/28.02.2024/17:40 UTC+1) - Release of Announcement according to article 135 section 2 BörseG
Notification of Major Holdings
1. Issuer
OMV Aktiengesellschaft, Trabrennstraße 6-8, 1020 Wien, Austria
2. Reason for notification
Acquisition / disposal of shares with voting rights
3. Details of person subject to the notification obligation
Acting in concert agreement (Sec. 133 No. 1 BörseG 2018)
Name: Österreichische Beteiligungs AG
City and country of registered office:
Vienna,
Austria
Name: Abu Dhabi National Oil Company (ADNOC) P.J.S.C.
City and country of registered office:
Abu Dhabi,
United Arab Emirates
4. Names of shareholders, if different from declarants (3)
5. Date on which threshold was crossed or reached
28.02.2024
6. Total positions
| % of voting rights attached to shares (total of 7.a.) | % of voting rights through instruments (total of 7.b.1 + 7.b.2) | total of both in % (7.a. + 7.b.) | total number of voting rights of issuer | |
|---|---|---|---|---|
| Resulting situation on the date on which threshold was crossed / reached | 56,4 | 0 | 56,4 | 327,272,727 |
| Position of previous notification | 56,40 | 0,00 | 56,40 |
7. Notified details of the resulting situation
7.A: Voting rights attached to shares
| ISIN code | absolute direct (Sec 130 BörseG 2018) | absolute indirect (Sec 133 BörseG 2018) | in % direct (Sec 130 BörseG 2018) | in % indirect (Sec 133 BörseG 2018) |
|---|---|---|---|---|
| AT0000743059 | 0 | 184,581,798 | 0.00 | 56.40 |
| Total: | 184,581,798 | 56.4 |
7.B.1: Financial / Other Instruments pursuant to Sec. 131 para. 1 No. 1 BörseG 2018
| type of instrument | Maturity / Expiration | Exercise or conversion period | Voting Rights Absolute | Voting Rights in % |
|---|---|---|---|---|
| Total: | 0 | 0 |
7.B.2: Financial / Other Instruments pursuant to Sec. 131 para. 1 No. 2 BörseG 2018
| type of instrument | Maturity / Expiration | Exercise or conversion period | Cash or physical transaction | Voting Rights Absolute | Voting Rights in % |
|---|---|---|---|---|---|
| Total: | 0 | 0 |
8. Information in relation to the person subject to the notification obligation
Full chain of controlled undertakings through which the voting rights and/or the financial/other instruments are effectively held starting with the ultimate controlling natural person or legal entity.
| No. | Name | Directly controlled by No. | Shares held directly (%) | Financial/other instruments held directly (%) | Total of both (%) |
|---|---|---|---|---|---|
| 1 | Government of Abu Dhabi | n/a | n/a | n/a | |
| 2 | Republik Österreich | n/a | n/a | n/a | |
| 3 | Abu Dhabi National Oil Company (ADNOC) P.J.S.C. | 1 | 24,9 | n/a | 24,9 |
| 4 | Österreichische Beteiligungs AG | 2 | 31,5 | n/a | 31,5 |
9. In case of proxy voting
Date of general meeting:
Voting rights after general meeting:
184,581,798 (56.4 %)
10. Other useful information
Of the approximately 56.40% shares which are subject of this notification, approx. 24.90% were previously held by Mubadala Petroleum and Petrochemicals Holding Company L.L.C (MPPH), which is indirectly wholly owned by the Government of Abu Dhabi (GAD), United Arab Emirates, whereas approximately 31.50% were held by Österreichische Beteiligungs AG (ÖBAG) (formerly Österreichische Bundes- und Industriebeteiligungen GmbH), which is wholly owned by the Republic of Austria.
By way of a share purchase agreement dated 20 December 2022, the GAD acquired through Abu Dhabi National Oil Company (ADNOC) P.J.S.C. (ADNOC), which it wholly owns, all 24.90% of the shares in OMV Aktiengesellschaft previously held by MPPH, subject to various conditions.
On 28 February 2024, following all conditions under the share purchase agreement between MPPH and ADNOC having been fulfilled, all of the 24.90% of the shares in OMV Aktiengesellschaft were transferred from MPPH to ADNOC. The GAD therefore no longer holds any financial / other instruments pursuant to Sec. 131 para. 1 No. 2 BörseG 2018 through ADNOC, but shares.
Concurrently, on 28 February 2024, ADNOC joined the existing syndicate between MPPH and ÖBAG, while MPPH left the syndicate. ADNOC now holds 24.90 % of the approximately 56.40 % of the shares in OMV Aktiengesellschaft held by the syndicate, while ÖBAG continues to hold the remaining 31.50 % of the syndicate. The shares are mutually attributed to the syndicate partners.
This notification is made with regard to the syndicate and for the individual members of the syndicate and their owners as well as for MPPH and its owner.
(end)
| Emitter: |
OMV Aktiengesellschaft Trabrennstraße 6-8 1020 Wien Austria |
|
|---|---|---|
| Contact Person: | Thomas Hölzl | |
| Phone: | +43 1 40440/23760 | |
| E-Mail: | compliance@omv.com | |
| Website: | www.omv.com | |
| ISIN(s): | AT0000743059 (Share) | |
| Stock Exchange(s): | Vienna Stock Exchange (Official Trade) |