Standard form for notification of large holdings

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LUXEMBOURG, July 20, 2021– (COMMERCIAL THREAD) –APPENDIX A: Standard form for notification of significant holdings

Form to be used to declare a change of significant shareholding in application of the amended law and the Grand-Ducal regulation of 11 January 2008 relating to the transparency obligations of issuers of securities (known as “the Transparency Law” and “the Transparency Regulation”)

NOTIFICATION OF MAIN PARTICIPATIONS (to be sent to the relevant issuer and to the CSSF)I

1. Identity of the issuer or of the underlying issuer of the existing shares to which voting rights are attachedii:

ITS SA

2. Reason for notification (please tick the appropriate box (es)):

X An acquisition or disposal of voting rights

An acquisition or disposal of financial instruments

An event modifying the distribution of voting rights

Other (Please specify)iii:

3. Contact details of the person subject to the notification obligationiv :

Name: Templeton Global Advisors Limited

Headquarters City and Country (if applicable): Nassau, Bahamas

4. Full name of the shareholder (s) (if different from 3.)v:

5. Date on which the threshold was crossed or reachedvi:

05/11/2020

6. Total positions of the person (s) subject to the notification obligation:

% of voting rights attached to shares (total of 7.A)

% of voting rights via financial instruments
(total of 7.B.1 + 7.B.2)

Total of both in% (7.A + 7.B)

Total number of voting rights of the issuervii

Resulting situation on the date of crossing or reaching the threshold

4.98%

0.00%

4.98%

575186400

Position of previous notification (if applicable)

5.36%

0.00%

5.36%

7. Details notified of the resulting situation on the date of crossing or reaching the thresholdviii:

A: Voting rights attached to the shares

Class / type of
actions

ISIN code (if possible)

Number of voting rightsix

% of voting rights

Direct

(article 8 of

transparency law)

Indirect

(Art 9 of

transparency law)

Direct

(article 8 of

transparency law)

Indirect

(Art 9 of the Transparency Law)

IDR EUR VAN LU0088087324

28 632 804

%

4.98%

%

%

%

%

SUB-TOTAL A

(Direct Indirect)

28 632 804

4.98%

B 1: Financial Instruments according to Art. 12 (1) (a) of the Transparency Act

Type of financial instrument

Expiry
Dated
X

Exercise/
Conversion period
xi

Number of voting rights that can be acquired in the event of exercise / conversion of the instrument.

% of voting rights

%

%

%

SUB-TOTAL B.1

%

B 2: Financial instruments having a similar economic effect according to art. 12 (1) (b) of the Transparency Act

Type of financial instrument

Expiry
Dated
X

Exercise/
Conversion period
xi

Physical or cash settlementxii

Number of voting rights

% of voting rights

%

%

%

SUB-TOTAL B.2

%

8. Information relating to the person subject to the notification obligation:

(please tick the appropriate box)

X The person subject to the notification obligation is not controlled by any natural or legal person and does not control any other company directly or indirectly holding a stake in the (underlying) issuer.xiii

Complete chain of controlled companies through which voting rights and / or
the financial instruments are effectively held, starting with the natural or legal person having ultimate control
xiv (please provide a separate organization chart in case of complex structure):

No.

Last namexv

% of voting rights held by the person or entity holding ultimate control or held directly by a subsidiary if it is equal to or greater than the notifiable value

threshold

% of voting rights through financial instruments held by the person or entity holding ultimate control or held directly by a subsidiary if it is equal to or greater than the notifiable value

threshold

Total of both

Directly controlled by (use number (s) of 1st column)

%

%

%

%

%

%

%

%

%

%

%

%

%

%

%

9. In the event of a proxy vote:

The appointed proxy will cease to hold% and number of voting rights as of.

10. Additional informationxvi:

Made in

Fort Lauderdale, Florida 33301, USA

At

07/16/2021

Remarks

I Please note that the national forms may vary due to specific national legislation (Article 3, paragraph 1 (a) of Directive 2004/109 / EC), such as for example the applicable thresholds or information on equity holdings.

ii Full name of the legal entity and additional specification of the underlying issuer or issuer, provided it is reliable and accurate (e.g. address, LEI, national identity number).

iii Another reason for notification could be voluntary notifications, changes in attribution of the nature of the holding (eg expiration of financial instruments) or concerted action.

iv This must be the full name of (a) the shareholder; (b) the natural or legal person who acquires, transfers or exercises voting rights in the cases provided for in Article 9 (b) to (h) of the Transparency Law; or (c) the holder of financial instruments referred to in Article 12 (1) of the Transparency Law.

Since the disclosure of concert action cases may vary depending on specific circumstances (e.g. identical or different total positions of the parties, entry or exit of a concert action by only one party), the standard form does not provides no specific method for how to notify cases of concerted action.

With regard to the operations referred to in points b) to h) of article 9 of the transparency law, the following list is provided for information purposes of the persons who must be mentioned:

– in the circumstances provided for in point b) of Article 9 of this law, the natural or legal person who acquires the voting rights and is authorized to exercise them by virtue of the agreement and the natural or legal person who temporarily transfers to voting rights for a fee;

– in the circumstances provided for in point c) of Article 9 of this law, the natural or legal person holding the guarantee, provided that the natural or legal person controls the voting rights and declares his intention to exercise them, and natural or legal person deposit of the guarantee under these conditions;

– in the cases provided for in point d) of Article 9 of this law, the natural or legal person who has a life interest in the shares if this person or entity is authorized to exercise the voting rights attached to the shares and the person natural or legal person who has voting rights when setting up the life annuity;

– in the circumstances provided for in letter (e) of article 9 of this law, the natural or legal person having control and, insofar as he has an obligation of notification at the individual level under article 8 , by virtue of letters (a) to (d) of article 9 of this law or by virtue of a combination of one of these situations, the controlled company;

– in the cases provided for in letter f) of article 9 of this law, the custodian of the shares, if he can exercise at his discretion the voting rights attached to the shares deposited with him, and the depositor of the shares allowing the depositary to exercise the voting rights at its discretion;

– in the cases provided for in point g) of article 9 of this law, the natural or legal person who controls the voting rights;

– in the cases provided for in (h) of article 9 of this law, the agent, if he can freely exercise the right to vote, and the shareholder who has given power to the agent allowing the latter to exercise the voting rights at its discretion (eg management companies).

v Applicable in the cases provided for in Article 9 (b) to (h) of the Transparency Law. This must be the full name of the shareholder who is the counterparty of the natural or legal person referred to in article 9 of said law, unless the percentage of voting rights held by the shareholder is below the threshold 5% for the disclosure of rights holding votes (eg identification of funds managed by management companies).

vi The date on which the threshold is crossed or reached must be the date on which the acquisition or disposal took place or the other reason triggered the notification obligation. For passive crossovers, the date on which the corporate event took effect.

vii The total number of voting rights will be made up of all the shares, including certificates of deposit representing shares, to which the voting rights are attached even in the event of suspension of their exercise.

viii If the participation has fallen below the 5% threshold, please note that it is not necessary to disclose the extent of the participation, only that the new participation is below this threshold.

ix In case of combined holding of shares with attached voting rights “direct holding” and voting rights “indirect holding”, please divide the number and percentage of voting rights in the direct and indirect columns – if not there is no combined holding, please leave the appropriate box blank.

X Maturity / expiry date of the financial instrument, i.e. the date on which the right to acquire shares ends.

xi If the financial instrument has such a period – please specify this period – for example once every 3 months from [date].

xii In the case of instruments settled in cash, the number and percentages of voting rights must be presented on a delta-adjusted basis (Article 12 (1) (a) of the Transparency Law).

xiii If the person subject to the notification obligation is either controlled and / or controls another company, the second option applies.

xiv The complete chain of controlled companies, starting with the natural or legal person with ultimate control, should also be presented in cases where, only at the subsidiary level, a threshold is crossed or reached and the subsidiary company discloses the notification , because only then does the market always get the full picture of the group’s holdings. In case of multiple chains through which the voting rights and / or the financial instruments are effectively held, the chains must be presented chain by chain leaving a free line between the different chains (for example: A, B, C, line free, A, B, D, free row, A, E, F etc.). Numbers are assigned to all persons or entities within the group in column 1 in order to allow a clear indication of the control structure in column 6. The names of all companies in the chain of control are provided in column 2, even if the number of voting rights and / or directly held financial instruments is not equal to or greater than the notification threshold. Columns 3 and 4 indicate the holdings of persons or entities directly holding voting rights and / or financial instruments if the holding is equal to or greater than the notification threshold.

xv The names of the controlled companies through which the voting rights and / or the financial instruments are actually held must be presented regardless of whether the controlled companies themselves cross or reach the lowest applicable threshold.

xvi Example: Correction of a previous notification.

See the source version on businesswire.com: https://www.businesswire.com/news/home/20210720005505/en/

Contacts

HIS
Mathis Prost
Legal Services Business and Finance
Phone. +352 691 419 856
[email protected]



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