Disclosure 23288

Publication date: 03.11.2023, 16:13:16

Summary

Issuer	Ultima Capital SA
Reason for disclosing	Exercise/expiration of derivative holdings, *On 26 October 2023, the parties to the Notes issued by Alpine 1 SCSp, Luxembourg (see previous disclosure notices), agreed on an early Repayment in Kind thereof, which will result in the acquisition by Alpine Holding or one of its affiliates of all units in Alpine 2 SCSp, and indirectly of the 1,968,004 shares in Ultima Capital (33.30%) that are held by Alpine 2 SCSp. Completion of the Redemption in Kind is subject to certain conditions precedent and is expected to occur on 10 December 2023.
Basis of calculation	5'909'922
Purchase positions	3'782'327 (64.000%)
Sale positions	0 (0.000%)
Date of origination of the reporting obligation	26.10.2023

Individual shareholder

Beneficial owner	Pallas Athene Domus Meriti Alapitvany, Budapest, Hungary
Direct shareholder	Alpine 2 SCSp, Luxembourg, Luxembourg; Alpine Holding Korlatolt Felelossegu Tarsasag, Budapest, Hungary

Purchase positions

Namensaktien

Number	Voting rights
1'968'004	1'968'004

No voting rights at own discretion

Derivative holdings

Type	Number	Voting rights	ISIN or basic terms
Call Options	1	1'477'481	On 1 June 2022, Alpine 2 SCSp entered into certain call option agreements with Byron Baciocchi and Kometa Holding SA (an entity fully held by Byron Baciocchi), respectively, granting Alpine 2 SCSp an option to purchase 1,477,481 shares in Ultima Capital SA (the "Options"). The Options are exercisable from 1 June 2022 until 31 March 2026 at a price of CHF 105.00 per share.
Put Options (MCNs)	4	336'842	Mandatory convertible notes issued by Ultima Capital SA with an aggregate principal amount of CHF 20,000,000, redeemable in cash or convertible, at the election of Ultima Capital SA, into its shares at a conversion price of CHF 59.375 on 22 June 2027 (corresponding to 336,842 shares of Ultima Capital SA).