29 / 116
Furthermore, in case of a change of control, under the
General Terms and Conditions of the Listing and Offering
Prospectus dated 17 February 2012 with regard to a bond
issue in Belgium, any bond holder will have the right to
oblige Kinepolis Group to repay the nominal amount of all
or a part of the bonds, under the conditions set forth in the
Prospectus. This Prospectus can be consulted on the
Investor Relations website.
Finally, there is a clause in the General Terms and
Conditions dated 16 January 2015, with regard to the
private placement of bonds with institutional investors
with a value of € 96,0 million in the event of a change of
control that is identical to the one set down in the
aforementioned Prospectus.
SHAREHOLDER STRUCTURE
AND RECEIVED NOTIFICATIONS
Based on the notifications received within the framework
of Article 74 of the Public Acquisition Bids Act of
1 April 2007, from Kinepolis Group NV, Kinohold Bis SA,
Stichting Administratiekantoor Kinohold, Marie-Suzanne
Bert-Vereecke, Joost Bert, Koenraad Bert, Geert Bert and
Peter Bert, acting by mutual agreement (either because
they are “affiliated persons” within the meaning of
Article 11 of the Companies Code or they are otherwise
acting by mutual agreement) and collectively holding more
than 30% of the voting shares of Kinepolis Group NV, on
subsequent transparency notices (within the meaning of
the Act of 2 May 2007 and the Royal Decree of
14 February 2008 regarding the disclosure of major
holdings) and notifications within the meaning of the share
buyback program, as of 31 December 2014:
★
★
Kinohold Bis SA held 12 700 050 shares or 46.41% of the
shares of the Company; Kinohold Bis SA is controlled by
Stichting Administratiekantoor Kinohold under Dutch law,
which in turn is jointly controlled by the following natural
persons (in their capacity as directors of Stichting
Administratiekantoor Kinohold): Joost Bert, Koenraad
Bert, Geert Bert and Peter Bert; Kinohold Bis SA
otherwise acts in close consultation with Joost Bert;
★
★
Kinepolis Group NV, controlled by Kinohold Bis SA,
held 1 529 252 or 5.59% treasury shares;
★
★
Mr. Joost Bert, who acts in close consultation with
Kinohold Bis SA, held 208 000 shares or 0.76% of
the shares of the Company.
SHAREHOLDERS’ STRUCTURE
AT 31 DECEMBER 2014
SHAREHOLDER
NUMBER OF
SHARES
%
Kinohold BIS
12 700 050
46.41
Mr. Joost Bert
208 000
0.76
Kinepolis Group NV
1 529 252
5.59
Free Float of which:
12 927 895
47.24
- Axa SA
1 523 555
5.57
- BNP Paribas Investment
Partners
1 406 080
5.14
TOTAL
27 365 197
100
Kinepolis Enschede (NL)
27
KINEPOLIS GROUP
ANNUAL REPORT 2014
03 / MANAGEMENT REPORT