Holding announcement according to article 135 section 2 BörseG (ESMA 2015/1597)
Addiko Bank AG: Release according to article 135 section 2 BörseG
Vienna (pta023/31.07.2024/13:30 UTC+2) - Release of Announcement according to article 135 section 2 BörseG
Notification of Major Holdings
1. Issuer
Addiko Bank AG, Canetti Tower, Canettistraße 5/12.OG, 1100 Wien, Austria
2. Reason for notification
Acquisition / disposal of shares with voting rights
3. Details of person subject to the notification obligation
Name: Erik Fällström
4. Names of shareholders, if different from declarants (3)
DDM INVEST III AG
5. Date on which threshold was crossed or reached
22.07.2024
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 | 0 | 0 | 0 | 19,500,000 |
| Position of previous notification | 7,10 | 0,00 | 7,10 |
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) |
|---|---|---|---|---|
| AT000ADDIKO0 | 0 | 0 | n/a | 0.00 |
| Total: | 0 | 0 |
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 | Erik Fällström | n/a | n/a | n/a | |
| 2 | Heracles PTC Limited (Jersey) | 1 | n/a | n/a | n/a |
| 3 | Chronos Investments S.à r.l. (Luxembourg) | 2 | n/a | n/a | n/a |
| 4 | DDM Finance AB (Sweden) | 3 | n/a | n/a | n/a |
| 5 | DDM Debt AB (publ) (Sweden) | 4 | n/a | n/a | n/a |
| 6 | DDM INVEST III AG (Switzerland) | 5 | 0 | n/a | 0 |
9. In case of proxy voting
Date of general meeting:
Voting rights after general meeting:
10. Other useful information
DDM retains ownership to shares corresponding to a shareholding of 6.87% in Addiko Bank AG referred to in this notification (the “DDM Shares”). The DDM Shares have been held by an escrow agent in Switzerland. While the escrow agent has transferred the DDM Shares to a securities account of Alta Pay, they are (under applicable law) still in the ownership of DDM due to the following reasons:
- Alta Pay has concluded share purchase agreements for more than 25% of the shares in Addiko Bank. Acquisition of such stake and, therefore, also acquisition of the DDM Shares by Alta Pay consequently requires approval under the Austrian Act on Foreign Direct Investments (Investitionskontrollgesetz, “AFDI Act”).
- Pursuant to Sec 27 AFDI Act, the approval is a legal condition precedent for acquiring the DDM Shares. It is not possible to acquire ownership without first having obtained this approval, which has not been granted so far.
The closing of the SPA has therefore not occurred and in the absence of a valid title of Alta Pay the DDM Shares are still in the sole ownership of DDM. Even though Alta Pay has been repeatedly made aware of these facts, Alta Pay requested the escrow agent to transfer the DDM Shares. It is further also not possible for Alta Pay to transfer the title to the DDM Shares to third parties.
Alta Pay and Diplomat have notified Addiko of the transfer of the DDM shares from Alta Pay to Diplomat. Diplomat is acting in cooperation with Alta Pay and is aware of the regulatory restrictions applying to the acquisition of the DDM Shares. Due to the lack of title of Alta Pay to the DDM Shares, also Diplomat cannot obtain ownership in the DDM Shares.
The remaining 0.23% of the shares making up the difference between the DDM Shares and the previous notification effective 1.11.2023 were sold on the open market.
(end)
| Emitter: |
Addiko Bank AG Canetti Tower, Canettistraße 5/12.OG 1100 Wien Austria |
|
|---|---|---|
| Contact Person: | Addiko Investor Relations | |
| Phone: | +43 664 884 268 31 | |
| E-Mail: | investor.relations@addiko.com | |
| Website: | www.addiko.com | |
| ISIN(s): | AT000ADDIKO0 (Share) | |
| Stock Exchange(s): | Vienna Stock Exchange (Official Trade) |