AALST-EREMBODEGEM, Belgium--(BUSINESS WIRE)--Regulatory News:
Ontex Group NV (“Ontex”) discloses the notification of significant shareholdings that it has received according to the Belgian Law of 2 May 2007 on the disclosure of significant shareholdings in listed companies.
On 4 August 2014, The Goldman Sachs Group, Inc. and TPG Group Holdings (SBS) Advisors, Inc., and their affiliated entity Whitehaven B S.à r.l., and former/current members of the executive management team of Ontex, notified Ontex that they had, on an aggregate basis, as a result of sales of shares, crossed the threshold of 55%, to 51.02%.
According to its obligation Ontex publishes the content of the notification that it has received.
Date of Notification: 4 August 2014
Date Threshold Crossed: 29 July 2014
Threshold Crossed: 55.00%
Notification by (parent undertaking or a controlling person; and persons acting in concert who have concluded an agreement to hold, acquire or dispose of securities):
| The Goldman Sachs Group, Inc. | 200, West Street, New York , New York 10282, USA | ||
| TPG Group Holdings (SBS) Advisors, Inc. | 301, Commerce Street, Suite 3300, Fort Worth, Texas 76102, USA | ||
| Whitehaven B S.à r.l. | 2, rue du Fossé, 1536 Luxembourg, Grand-Duchy of Luxembourg | ||
| Former/current members of the executive management team of Ontex |
Denominator on the date of notifications: 68,055,555 shares
Voting rights and assimilated financial instruments:
Notification of 4 August 2014:
| Previous notification | After the transaction | ||||||||||
| # voting rights | # voting rights | % of voting rights | |||||||||
|
Holders of
voting rights |
Linked to
securities |
Not linked
to securities |
Linked to
securities |
Not linked
to securities |
|||||||
| The Goldman Sachs Group. Inc | 0 | 0.00% | |||||||||
| TPG Group Holdings (SBS) Advisors, Inc. | 0 | 0.00% | |||||||||
| Whitehaven B | 34,716,321 | 30,664,656 | 45.06% | ||||||||
| Subtotal | 34,716,321 | 30,664,656 | 45.06% | ||||||||
| Former member of the executive management of Ontex | 1,015,351 | 918,187 | 1.35% | ||||||||
| Other former/current members of the executive management of Ontex | 3,314,144 | 3,140,890 | 4.62% | ||||||||
| TOTAL | 34,723,733 | 0 | 51.02% | 0.00% | |||||||
Chain of controlled entities through which the shareholding is effectively owned:
The TPG entities and Goldman Sachs entities referred to in the attached chart are funds advised by affiliates of TPG Group Holdings (SBS) Advisors, Inc. and The Goldman Sachs Group, Inc., respectively.
Additional information:
In connection with the initial public offering of the shares of Ontex, Whitehaven B S.à r.l., on the one hand, and certain of the former members and current members of the executive management team of Ontex referred to above, on the other hand, had granted to the underwriters an over-allotment option whereby the underwriters were entitled to purchase from them up to an aggregate amount of 4,322,083 additional shares of the company for the purpose of covering sales of shares in excess of the shares initially offered in the offering and for the purpose of facilitating stabilization activities, if any. The transparency declaration is prompted by the fact that such option has been exercised in full by the underwriters.
The former members or current members of the executive management team of Ontex referred to above have entered into arrangements with Whitehaven B S.à r.l. aimed at preserving, to the extent provided and on the terms and conditions set out therein, the economic entitlements of the original equity interests and options that the individuals had in the group pre-IPO, which will depend among other things on the success of future sales by Whitehaven B S.à r.l. B of its Ontex Group shares. These arrangements comprise, among others, certain earnings/vesting arrangements and orderly marketing arrangements. These arrangements may characterize as an “agreement to hold, acquire or dispose of securities” under article 3, §1, 13°, c) of the Belgian law of 2 May 2007 on the disclosure of major shareholdings, and accordingly may be deemed to constitute a concerted action between the parties to such arrangements.
Notifications of significant shareholdings to be made according to the Law of 2 May 2007 should be sent to: investorrelations@ontexglobal.com
This notification will be posted on: http://www.ontexglobal.com/press-room
About Ontex
Ontex is a leading manufacturer of branded and retailer brand hygienic disposable products across Europe, the Middle East and Africa. The Company primarily sells its products to retailers, helping them to establish or enhance their own brands. While historically Western Europe has been the Company’s largest geographic market in terms of sales (68% of sales in 2013), the Company also has a growing presence in emerging markets where it offers both retailer brands and its own brands, with the mix varying by product category and geography. The Company believes that it operates a strong and diversified business across multiple geographies and serves a blue chip customer base with high quality products in core, resilient and non-discretionary categories.
