17.10.2023 / 20:10 CET/CEST
The issuer is solely responsible for the content of this announcement.
Mandatory Ownership Notification
Notification referred to in Article 3(1) of the Luxembourg law of 21 July 2012 on squeeze-out and sell-out of securities of companies currently admitted or previously admitted to trading on a regulated market or having been offered to the public and amending the Law of 23 December 1998 establishing a financial sector supervisory commission
(hereinafter, the “Law”)
Identity of the issuer or underlying issuer of existing securities to whichvoting rights are attached: SUSE SA
Identity of the majority shareholder: Marcel LUX III S.à r.l.
Identity of the persons acting in concert with the majority shareholder:: N/A
Reason for the notification (please tick the appropriatebox(es)):
[ ] the notifying person is a majority shareholder as at 1 October 2012 (date of entry into force of the Law);
[X] the notifying person becomes a majority shareholder following a transaction;
[ ] the notifying person is a majority shareholder that falls below one of the thresholds laid down in Article 1(1) of the Law;
[ ] the notifying person is a majority shareholder that acquires additional securities of the company concerned.
Date and description of the transaction that triggered the notification requirement: Settlement of the voluntary public purchase offer by Marcel LUX III S.à r.l. on 6 October 2023
Ways securities areheld: Directly in dematerialized form
Notificationdetails:
A. Capital carrying voting rights
Total amount of the company's capital on which the calculation is based: USD 17,101,499.80 represented by 171,014,998 shares without any nominal value
Securities (identified by their ISIN code, the register of shareholders or other identification criteria)
Situation prior to the transaction that triggered the notification requirement
Situation after the transaction that triggered the notification requirement
Amount of capital carrying voting rights (direct and indirect)
Amount of capital carrying voting rights
Percentage of capital carrying voting rights
direct
indirect
direct
indirect
LU2333210958
USD 13,506,022 represented by 135,060,220 shares
USD 16,790,830.40 represented by 167,908,304 shares
98.18%
TOTAL
USD 13,506,022 represented by 135,060,220 shares
USD 16,790,830.40 represented by 167,908,304 shares
98.18%
B. Votingrights
Total amount of the company's voting rights on which the calculation is based: 171,014,998
Securities (identified by their ISIN code, the register of shareholders or other identification criteria)
Situation prior to the transaction that triggered the notification requirement
Situation after the transaction that triggered the notification obligation
Number of voting rights
Number of voting rights
Percentage of voting rights
direct
indirect
direct
indirect
LU2333210958
135,060,220
167,908,304
98.18%
TOTAL
135,060,220
167,908,304
98.18%
Additional information (where appropriate): Following settlement of its voluntary public purchase offer by Marcel LUX III S.à r.l. for all ordinary shares in SUSE SA on 6 October 2023, Marcel LUX III S.à r.l. held 167,908,304 shares carrying voting rights in SUSE SA, representing 98.18% of the total voting rights in SUSE SA.
Done in Luxembourg on 16 October 2023
Signature
17.10.2023 CET/CEST Dissemination of a Corporate News, transmitted by EQS News - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement.
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SUSE SA is Luxembourg-based company that provides open-source software solutions. This company offers its services into two open-source software product categories - the SUSE Linux Enterprise product family, which comprises core Linux operating system offering, and the SUSE Rancher product family, which comprises container management platform offering. Both of these products offer support for desktop, cloud and data center, as well as Edge computing solutions. SUSE offers its solutions for air traffic control systems, weather forecasting technologies, trains and satellites. This company also offers its services to multiple other industries including Automotive, Telecom, Banking and Financial Services, Healthcare, Manufacturing, Retail, Technology and Software and Federal.