EQS-News: SUSE S.A.: Mandatory Ownership Notification

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”)

 

1. Identity of the issuer or underlying issuer of existing securities to which voting rights are attached: SUSE SA

 

2. Identity of the majority shareholder: Marcel LUX III S.à r.l.

 

3. Identity of the persons acting in concert with the majority shareholder:: N/A

 

4. Reason for the notification (please tick the appropriate box(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.

5. 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
6. Ways securities are held: Directly in dematerialized form

 

7. Notification details:

 

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. Voting rights
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%

 

8. 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