Charles Taylor : Holding(s) in Company - 16 January 2020 - J.P. Morgan Securities Plc

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS(to be sent to the relevant issuer andto the FCA in Microsoft Word for-

mat if possible)i

1a. Identity of the issuer or the underlying issuer

of existing shares to which voting rights are at-Charles Taylor plctachedii:

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
An acquisition or disposal of financial instruments							X
An event changing the breakdown of voting rights
Other (please specify)iii:
3. Details of person subject to the notification obligationiv
Name							JPMorgan Chase & Co.
City and country of registered office (if applicable)			Wilmington, Delaware, USA
4. Full name of shareholder(s) (if different from 3.)v
Name					J.P. Morgan Securities Plc
City and country of registered office (if applicable)				London, United Kingdom
5. Date on which the threshold was crossed or						13 January 2020
reachedvi:
6. Date on which issuer notified (DD/MM/YYYY):						15 January 2020
7. Total positions of person(s) subject to the notification obligation
	% of voting rights at-	% of voting rights				Total number of
	through financial instru-	Total of both in %
	tached to shares (to-	voting rights of is-
		ments	(8.A + 8.B)
	tal of 8. A)			suervii
	(total of 8.B 1 + 8.B 2)
Resulting situation
on the date on which	6.04%		0.98%	7.02%			78,114,956
threshold was
crossed or reached
Position of previous	6.33%		0.66%	6.99%
notification (if
applicable)

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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 possible)	Direct	Indirect	Direct	Indirect
	(Art 9 of Directive	(Art 10 of Directive	(Art 9 of Directive	(Art 10 of Directive
	2004/109/EC) (DTR5.1)	2004/109/EC)	2004/109/EC) (DTR5.1)	2004/109/EC)
		(DTR5.2.1)		(DTR5.2.1)
GB0001883718		4,721,803		6.04%

SUBTOTAL 8. A

4,721,803

6.04%

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))

		Exercise/	Number of voting rights
Type of financial in-	Expiration	that may be acquired if	% of voting rights
strument	datex	Conversion Periodxi	the instrument is
			exercised/converted.
		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 financial	Expiration	Exercise/	Physical or	Number of
Conversion Pe-	cash	% of voting rights
	x
instrument	date	riod xi	settlementxii	voting rights
Cash-settled	27/01/2020	27/01/2020	Cash	509,000	0.65%
Equity Swap
Cash-settled	14/07/2021	14/07/2021	Cash	5,896	0.01%
Equity Swap
			SUBTOTAL	514,896	0.66%
			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

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Fullchain 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 entityxivX(please add additional rows as necessary)

		% of voting rights if it	% of voting rights	Total of both if it
		through financial in-
Namexv	equals or is higher	equals or is higher
struments if it equals
		than the notifiable	or is higher than the	than the notifiable
		threshold	threshold
		notifiable threshold
JPMorgan Chase & Co.
JPMorgan Chase Bank,
National Association
J.P. Morgan Interna-
tional Finance Limited
J.P. Morgan Capital
Holdings Limited
J.P. Morgan Securities	6.04%		7.02%
plc
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 held		N/A
11. Additional informationxvi
Chain of controlled undertakings:
JPMorgan Chase & Co.
JPMorgan Chase Bank, National Association (100%)
J.P. Morgan International Finance Limited (100%)
J.P. Morgan Capital Holdings Limited (100%)
J.P. Morgan Securities plc (100%)
Place of completion				London, United Kingdom
Date of completion				15 January 2020

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Notes

1. Please note that national forms may vary due to specific national legislation (Article 3(1a) of Directive 2004/109/EC) as for instance the applicable thresholds or information regarding capital holdings.
2. Full name of the legal entity and further specification of the issuer or underlying issuer, provided it is reliable and accurate (e.g. address, LEI, domestic number identity). Indicate in the relevant section whether the issuer is a non UK issuer.
3. Other reason for the notification could be voluntary notifications, changes of attribution of the nature of the holding (e.g. expiring of financial instruments) or acting in concert.
4. This should be the full name of (a) the shareholder; (b) the natural person or legal entity acquiring, disposing of or exercising voting rights in the cases provided for in DTR5.2.1 (b) to (h)/ Article 10 (b) to (h) of Directive 2004/109/EC;

1. all parties to the agreement referred to in Article 10 (a) of Directive 2004/109/EC (DTR5.2.1 (a)) or (d) the holder of financial instruments referred to in Article 13(1) of Directive 2004/109/EC (DTR5.3.1).

As the disclosure of cases of acting in concert may vary due to the specific circumstances (e.g. same or different total positions of the parties, entering or exiting of acting in concert by a single party) the standard form does not provide for a specific method how to notify cases of acting in concert.

In relation to the transactions referred to in points (b) to (h) of Article 10 of Directive 2004/109/EC (DTR5.2.1 (b) to (h)), the following list is provided as indication of the persons who should be mentioned:

1. • in the circumstances foreseen in letter (b) of Article 10 of that Directive (DTR5.2.1 (b)), the natural person or legal entity that acquires the voting rights and is entitled to exercise them under the agreement and the natural person or legal entity who is transferring temporarily for consideration the voting rights;
   • in the circumstances foreseen in letter (c) of Article 10 of that Directive (DTR5.2.1 (c)), the natural person or legal entity holding the collateral, provided the person or entity controls the voting rights and declares its intention of exercising them, and natural person or legal entity lodging the collateral under these conditions;
   • in the circumstances foreseen in letter (d) of Article 10 of that Directive (DTR5.2.1 (d)), the natural person or legal entity who has a life interest in shares if that person or entity is entitled to exercise the voting rights attached to the shares and the natural person or legal entity who is disposing of the voting rights when the life interest is created;
   • in the circumstances foreseen in letter (e) of Article 10 of that Directive (DTR5.2.1 (e)), the controlling natural person or legal entity and, provided it has a notification duty at an individual level under Article 9 (DTR 5.1), under letters (a) to (d) of Article 10 of that Directive (DTR5.2.1 (a) to (d)) or under a combination of any of those situations, the controlled undertaking;
   • in the circumstances foreseen in letter (f) of Article 10 of that Directive (DTR5.2.1 (f)), the deposit taker of the shares, if he can exercise the voting rights attached to the shares deposited with him at his discretion, and the depositor of the shares allowing the deposit taker to exercise the voting rights at his discretion;
   • in the circumstances foreseen in letter (g) of Article 10 of that Directive (DTR5.2.1 (g)), the natural person or legal entity that controls the voting rights;
   • in the circumstances foreseen in letter (h) of Article 10 of that Directive (DTR5.2.1 (h)), the proxy holder, if he can exercise the voting rights at his discretion, and the shareholder who has given his proxy to the proxy holder allowing the latter to exercise the voting rights at his discretion (e.g. management companies).
2. Applicable in the cases provided for in Article 10 (b) to (h) of Directive 2004/109/EC (DTR5.2.1 (b) to (h). This should be the full name of the shareholder who is the counterparty to the natural person or legal entity referred to in Article 10 of that Directive (DTR5.2) unless the percentage of voting rights held by the shareholder is lower than the lowest notifi- able threshold for the disclosure of voting rights holdings in accordance with national practices (e.g. identification of funds managed by management companies).
3. The date on which threshold is crossed or reached should be the date on which the acquisition or disposal took place or the other reason triggered the notification obligation. For passive crossings, the date when the corporate event took effect.
4. The total number of voting rights shall be composed of all the shares, including depository receipts representing shares, to which voting rights are attached even if the exercise thereof is suspended.

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1. If the holding has fallen below the lowest applicable threshold in accordance with national law, please note that it might not be necessary in accordance with national law to disclose the extent of the holding, only that the new holding is below that threshold.
2. In case of combined holdings of shares with voting rights attached "direct holding" and voting rights "indirect holding", please split the voting rights number and percentage into the direct and indirect columns - if there is no combined holdings, please leave the relevant box blank.
3. Date of maturity/expiration of the financial instrument i.e. the date when right to acquire shares ends.
4. If the financial instrument has such a period - please specify this period - for example once every 3 months starting from [date].
5. In case of cash settled instruments the number and percentages of voting rights is to be presented on adelta-adjusted basis (Article 13(1a) of Directive 2004/109/EC) (DTR 5.3.3.A).
6. If the person subject to the notification obligation is either controlled and/or does control another undertaking then the second option applies.
7. The full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity has to be presented also in the cases, in which only on subsidiary level a threshold is crossed or reached and the subsidiary undertaking discloses the notification as only thus the markets get always the full picture of the group holdings. In case of multiple chains through which the voting rights and/or financial instruments are effectively held the chains have to be presented chain by chain leaving a row free between different chains (e.g.: A, B, C, free row, A, B, D, free row, A, E, F etc.).
8. The names of controlled undertakings through which the voting rights and/or financial instruments are effectively held have to be presented irrespectively whether the controlled undertakings cross or reach the lowest applicable threshold themselves.
9. Example: Correction of a previous notification.

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