National Storage Mechanism | Additional information
RNS Number : 6543X
Substrate Artificial Intel - B
21 December 2023
 

 

 

The announcement for Substrate Artificial Inteligence S.A. released today, 21 December 2023 at 07:00 am under RNS No 5338X has been re-released in the interests of market clarity.

The announcement text is unchanged and is reproduced in full below.



21 December 2023 

 

SUBSTRATE ARTIFICIAL INTELIGENCE SOCIEDAD ANONIMA

("Substrate AI" or the "Company")

Issue of equity

Substrate AI (AQUIS: SAI/SAI.B) announces that it will be issuing:

-  27,000,365 ordinary class A shares of €0.1 per share ("Class A New Shares") at a price of €0.20 per share, following the capital increase agreed by the Company on 27 September 2023 under the formula of the compensation of credits provided for in the Spanish Companies Act.

-  42,322,360 preference class B shares of €0.001 per share ("Class B New Shares", and together with the Class A New Shares, the "New Shares") at a price of €0.15 per share, following the capital increase agreed by the Company on 27 September 2023 under the formula of the compensation of credits provided for in the Spanish Companies Act.

The New Shares rank pari passu with existing shares in issue. Application will be made for the New Shares to be admitted to trading on the AQSE Growth Market and admission is expected to become effective, and dealings in the New Shares are expected to commence on or around 28 December 2023.

Following this issue, the Company's issued share capital consists of:

-  67,284,315 Class A Shares, each share carrying the right to one vote. This figure should be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

138,638,460 Class B Shares, which do not carry voting rights. This figure should be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

The Company does not hold any shares in Treasury.

The Directors of Substrate AI accept responsibility for this announcement.

 

Substrate AI


Lorenzo Serratosa

Chairman

info@substrate.ai

 

First Sentinel Corporate Finance

Corporate Advisors


Brian Stockbridge

 

+44 (0) 7858 888 007

 

 

About Substrate AI: Substrate AI is an artificial intelligence company based in Spain that creates, buys and scales companies around AI in diverse sectors such as fintech, agritech, energy, human resources, or health. All of them sell products and services built on the bio-inspired reinforced learning technology developed and patented by Substrate AI.



 

 

 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence, SA

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

Fernando Villar del Prado

City and country of registered office (if applicable)

Valencia (Spain)

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

4.58%



3,081,621

Position of previous notification (if

applicable)

8,53%



 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Ordinary shares

ES0105650008

33,642

3,047,979

0.05%

4.53%











SUBTOTAL 8. A

3,081,621

4.58%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii


Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv

x

Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

JMSAN Agentes Financieros Globales S.L.

4.53%


4.53%


















10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional information xvi


Place of completion

Valencia, Spain

Date of completion

20 December 2023



 

 

 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence, SA

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

Francisco Javier Muñoz Sanfeliu

City and country of registered office (if applicable)

Valencia (Spain)

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

4.59%



3,088,350

Position of previous notification (if

applicable)

8,52%



 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Ordinary shares

ES0105650008

40,371

3,047,979

0.06%

4.53%











SUBTOTAL 8. A

3,088,350

4.59%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

 

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii


 

Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv

x

 

Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

 

JMSAN Agentes Financieros Globales S.L.

4.53%


4.53%

 





 





 





 





 


 

10. In case of proxy voting, please identify:

 

Name of the proxy holder


 

The number and % of voting rights held


 

The date until which the voting rights will be held


 


 

11. Additional information xvi

 


 

Place of completion

Valencia, Spain

Date of completion

20 December 2023



 

 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence, SA

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

Jose Ivan Garcia Braulio

City and country of registered office (if applicable)

Valencia (Spain)

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

6.99%



4,703,173

Position of previous notification (if

applicable)

12,95



 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Ordinary shares

ES0105650008

1,655,194

3,047,979

2.46%

4.53%











SUBTOTAL 8. A

4,703,173

6.99%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii


Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv

x

Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

JMSAN Agentes Financieros Globales S.L.

4.53%


4.53%


















10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional information xvi


Place of completion

Valencia, Spain

Date of completion

20 December 2023

 

 



 

 

 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence, SA

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

Lorenzo Serratosa Gallardo

City and country of registered office (if applicable)

Valencia (Spain)

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

7.45%



5,012,682

Position of previous notification (if

applicable)

13,77%



 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Ordinary shares

ES0105650008

1,709,022

3,303,660

2.54%

4.91%











SUBTOTAL 8. A

5,012,682

7.45%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii


Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv

x

Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

JMSAN Agentes Financieros Globales S.L.

4.91%


4.91%


















10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional information xvi


 

 

Place of completion

Valencia, Spain

Date of completion

20 December 2023

 

 

 



 

 

 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence, SA

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

Luis Daniel Fernandez Perez

City and country of registered office (if applicable)

Valencia (Spain)

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

7.43%



4,999,225

Position of previous notification (if

applicable)




 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Ordinary shares

ES0105650008

4,999,225


7.43%












SUBTOTAL 8. A

4,999,225

7.43%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii

X

Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv


Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold






















10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional information xvi


Place of completion

Valencia, Spain

Date of completion

20 December 2023



 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence S.A.

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

United General Ltd

City and country of registered office (if applicable)

London UK

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

9.66%



6,499,665

Position of previous notification (if

applicable)




 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Ordinary shares

ES0105650008

6,499,665


9.66%












SUBTOTAL 8. A

6,499,665

9.66%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii


Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv

X

Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Adeel Ahmed Daudpota

9.66%


9.66%


















10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional information xvi


Place of completion

Valencia, Spain

Date of completion

20 December 2023

 



 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence S.A.

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

Yaro Investment Holding LTD

City and country of registered office (if applicable)

London UK

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

19.34%



13,012,787

Position of previous notification (if

applicable)




 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Ordinary shares

ES0105650008

13,012,787


19.34%












SUBTOTAL 8. A

13,012,787

19.34%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii


Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv

X

Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Yann Mickael Roberto Roche

19.34%


19.34%


















10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional information xvi


 

 

Place of completion

Valencia, Spain

Date of completion

20 December 2023

 

 

 



 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence S.A.

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

Francesc Xavier Ramos

City and country of registered office (if applicable)

Valencia (Spain)

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

9.04



12,532,917

Position of previous notification (if

applicable)

15.57



 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Preference shares

ES0105650073

12,532,917


9.04%












SUBTOTAL 8. A

12,532,917

9.04%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii

X

Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv


Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold






















10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional information xvi


 

 

Place of completion

Valencia, Spain

Date of completion

20 December 2023

 



 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence S.A.

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

Juan Jose Esteve Pous

City and country of registered office (if applicable)

Valencia (Spain)

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

34.6%



47,068,908

Position of previous notification (if

applicable)

38.97%



 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Preference shares

ES0105650073

37,487,840

10,481,068

27.04%

7.56%











SUBTOTAL 8. A

47,068,908

34.6%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii

X

Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv


Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

Indico Investments and Managements, S.L.

7.56%


7.56%


















10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional information xvi


Place of completion

Valencia, Spain

Date of completion

20 December 2023

 



 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence S.A.

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

United General Ltd

City and country of registered office (if applicable)

London UK

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

9.37%



12,990,424

Position of previous notification (if

applicable)




 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Preference shares

ES0105650073

12,990,424


9.37%












SUBTOTAL 8. A

12,990,424

9.37%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii


Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv

X

Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Adeel Ahmed Daudpota

9.37%


9.37%


















10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional information xvi


Place of completion

Valencia, Spain

Date of completion

20 December 2023

 



 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i


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

Substrate Artificial Intelligence S.A.

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights


An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights

X

Other (please specify) iii:


3. Details of person subject to the notification obligation iv

Name

Yaro Investment Holding LTD

City and country of registered office (if applicable)

London UK

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

Name


City and country of registered office (if applicable)


5. Date on which the threshold was crossed or reached vi:

20/12/2023

6. Date on which issuer notified (DD/MM/YYYY):

20/12/2023

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


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights held in issuer (8.A + 8.B) vii

Resulting situation on the date on which threshold was crossed or reached

7.56%



10,481,068

Position of previous notification (if

applicable)




 

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rights ix

% of voting rights

Direct

(DTR5.1)

Indirect

 (DTR5.2.1)

Direct

(DTR5.1)

Indirect

(DTR5.2.1)

Preference shares

ES0105650073

10,481,068


7.56%












SUBTOTAL 8. A

10,481,068

7.56%


B 1: Financial Instruments according to DTR5.3.1R (1) (a)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1




B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)

Type of financial instrument

Expiration
date x

Exercise/
Conversion Period xi

Physical or cash

Settlement xii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2




 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii


Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xiv

X

Name xv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Yann Mickael Roberto Roche

7.56%


7.56%


















10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional information xvi


 

 

Place of completion

Valencia, Spain

Date of completion

20 December 2023

 

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