Disclosure 25579
Publication date:
Summary
| Issuer | Ultima Capital SA |
|---|---|
| Reason for disclosing | Capital increase, Change in information, Change in type of understanding. Note regarding the trigger date: expiry of additional acceptance period of public tender offer of Alpine 2 SCSp and transition back into the ordinary disclosure regime. This is a notification pursuant to article 20 para.2 FinMIO-FINMA. |
| Basis of calculation | 15’014’818 |
| Purchase positions | 15’980’663 (106.433%) |
| Sale positions | 0 (0.000%) |
| Date of origination of the reporting obligation | 24.06.2025 |
Group of shareholders: Ioannis Papalekas - Pallas Athene
| Beneficial owners |
|---|
| Ioannis Papalekas, Nicosia, Cyprus |
| Pallas Athene Domus Meriti Alapitvany, Budapest, Hungary |
| Types of understanding |
|---|
| Shareholders agreement |
| Group of sellers |
| Note regarding group of sellers: Commitment of each party under certain conditions and within certain limitations to use its reasonable best efforts, including by selling down its stake throughout the first nine months of 2025, to assist Ultima Capital SA in the achievement of a free float of 15% |
| Indirect participant | Representation of the group |
|---|---|
| For Mr Ioannis Papalekas: YODA PLC, Nicosia, Cyprus // For Pallas Athene Domus Meriti Alapivany : Alpine 2 SCSp, Luxembourg, Luxembourg; Alpine Holding Korlatolt Felelossegu Tarsasag, Budapest, Hungary | YODA PLC, Nicosia, Cyprus |
Purchase positions
Namenaktien
| Number | Voting rights |
|---|---|
| 13’908’742 | 13’908’742 |
No voting rights at own discretion
Derivative holdings
| Type | Number | Voting rights | ISIN or basic terms |
|---|---|---|---|
| Granted right to sell | 347’004 | 347’004 | Basic Terms of "Granted right to sell" : Issuer of instrument : YODA PLC / Underlying : registered shares of Ultima Capital SA / Exercise period: right is exercisable, subject to the satisfaction of certain conditions, no earlier than 9 May 2025 and no later than 28 July 2025 (if not terminated earlier) / Exercise price per share: to be agreed / Conditions: Granted right to sell and its exercisability, respectively, are subject to the satisfaction of certain conditions. |
| call and put options | 1’724’917 | 1’724’917 | Basic terms of "Call and Put options" : Issuer of instrument : Alpine Holding Kft. / Underlying: registered shares of Ultima Capital SA / Exercise period and exercise price per share: The call options are exercisable from 10 December 2023 until 10 December 2025 at a price of CHF 84.00 or, after 10 June 2025, CHF 86.00. The put options are exercisable, in each case, at a price of CHF 105.00 per share during a period of two months after the expiration of the exercise period for the respective call option, if such call option has not been exercised. Conditions: the call-and put options are subject to the satisfaction of certain conditions. |