For filings with the FSA include the annex | |||||
For filings with issuer exclude the annex | |||||
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi | |||||
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: ii | G4S plc | ||||
2 Reason for the notification (please tick the appropriate box or boxes): | |||||
An acquisition or disposal of voting rights | X | ||||
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached | |||||
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments | |||||
An event changing the breakdown of voting rights | |||||
Other (please specify): | |||||
3. Full name of person(s) subject to the notification obligation: iii | TIAA-CREF Investment Management, LLC on behalf of the accounts listed in Exhibit B. Teachers Advisors, Inc. on behalf of the funds Listed in Exhibit C | ||||
4. Full name of shareholder(s) (if different from 3.):iv | See Number 3 | ||||
5. Date of the transaction and date on which the threshold is crossed or reached: v | 30 January 2015 | ||||
6. Date on which issuer notified: | 3 February 2015 | ||||
7. Threshold(s) that is/are crossed or reached: vi, vii | 3% |
8. Notified details: | ||||||||||||||||
A: Voting rights attached to shares viii, ix | ||||||||||||||||
Class/type of shares if possible using the ISIN CODE | Situation previous to the triggering transaction | Resulting situation after the triggering transaction | ||||||||||||||
Number of Shares | Number of Voting Rights | Number of shares | Number of voting rights | % of voting rights x | ||||||||||||
Direct | Direct xi | Indirect xii | Direct | Indirect | ||||||||||||
GB00B01FLG62 | 46,066,427 | 46,066,427 | 47,686,279 | 47,686,279 | 0 | 3.073% | 0% | |||||||||
B: Qualifying Financial Instruments | ||||||||||||||||
Resulting situation after the triggering transaction | ||||||||||||||||
Type of financial instrument | Expiration date xiii | Exercise/ Conversion Period xiv | Number of voting rights that may be acquired if the instrument is exercised/ converted. | % of voting rights | ||||||||||||
N/A | N/A | N/A | N/A | N/A | ||||||||||||
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi | ||||||||||||||||
Resulting situation after the triggering transaction | ||||||||||||||||
Type of financial instrument | Exercise price | Expiration date xvii | Exercise/ Conversion period xviii | Number of voting rights instrument refers to | % of voting rights xix, xx | |||||||||||
N/A | N/A | N/A | N/A | N/A | Nominal | Delta | ||||||||||
N/A | N/A | |||||||||||||||
Total (A+B+C) | ||||||||||||||||
Number of voting rights | Percentage of voting rights | |||||||||||||||
47,686,279 | 3.073% |
9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable: xxi | ||
The College Retirement Equities Fund ("CREF") hereby informs you as of January 30, 2015 we held 10,828,409 shares of G4S Plc. CREF owns these shares through two of its investment accounts, the Global Equities Account and Stock Account. It is our understanding the total voting shares outstanding of G4S Plc is 1,551,594,436 bringing CREF's ownership in your company to a .698% level. For your information, CREF is a U.S. based investment company, which is registered with the Securities and Exchange Commission ("SEC"). CREF has multiple investment accounts, each with separate investment objectives and policies. All assets in the accounts are beneficially owned by CREF, and all the accounts are managed by TIAA-CREF Investment Management, LLC, an SEC registered investment adviser. Additionally, affiliates of CREF on January 30, 2015 bought 1,619,852 shares bringing the total owned to 36,857,870 shares of G4S Plc. These holdings are owned by the TIAA-CREF Funds ("Funds"), and the TIAA-CREF Life Funds ("Life Funds"), each of which are SEC registered investment companies. The Funds and Life Funds are managed by Teachers Advisors, Inc., an SEC registered investment adviser that is affiliated with TIAA-CREF Investment Management, LLC. These affiliated funds, aggregated with those of CREF, own a total of 47,686,279 or 3.073% of the outstanding voting shares of your company. Because Teachers Advisors, Inc. and TIAA-CREF Investment Management, LLC follow the same policies when voting these funds, we are aggregating the holdings for purposes of this letter. (See Exhibit A) | ||
Proxy Voting: | ||
10. Name of the proxy holder: | TIAA-CREF Investment Management, LLC/Teachers Advisors, Inc. | |
11. Number of voting rights proxy holder will cease to hold: | N/A | |
12. Date on which proxy holder will cease to hold voting rights: | N/A | |
13. Additional information: | None | |
14. Contact name: | Peter David, Company Secretary | |
15. Contact telephone number: | + 44(0)1293 554584 |
EXHIBIT A
TIAA-CREF
Summary of Holdings of G4S Plc
Between January 29, 2015 - January 30, 2015
TIAA-CREF Investment Management LLC ("CREF") | Teachers Advisors, Inc. | Aggregate Holding | |||||||||
Global Equi- ties Account | Stock Account | Total CREF Holdings | Total CREF % | TIAA- CREF Interna- tional Equity Fund | TIAA- CREF Life Interna- tional Equity Fund | TIAA- CREF Intl Equity Index Fund | Total Mutual Funds Holdings | Total Mutual Funds % | Total Holdings | Total % | |
Holdings as of January 29, 2015 | 78,478 | 10,772,805 | 10,851,283 | 0.699% | 33,690,134 | 770,850 | 754,160 | 35,215,144 | 2.270% | 46,066,427 | 2.969% |
Transactions as of January 30, 2015 | - | (22,874) | (22,874) | -0.001% | 1,563,216 | 79,510 | - | 1,642,726 | 0.106% | 1,619,852 | 0.104% |
Holdings as of January 30, 2015 | 78,478 | 10,749,931 | 10,828,409 | 0.698% | 35,253,350 | 850,360 | 754,160 | 36,857,870 | 2.375% | 47,686,279 | 3.073% |
Total Voting Shares Outstanding | 1,551,594,436 |
Exhibit B.
TIAA-CREF Investment Management, LLC
College Retirement Equities Fund ("CREF") *
* Registered Investment Company
Exhibit C.
Teachers Advisors, Inc.
TIAA-CREF Funds *
TIAA-CREF Life Funds *
* Registered Investment Company
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