In accordance with the terms of articles 16 and 17 of the Portuguese Securities Code, Galp Energia hereby discloses the following information:
Caixa Geral de Depósitos, S.A. (“CGD”) sold 8,295,510 shares of Galp Energia, corresponding to 1% of the share capital and voting rights of the Company (the “Stake”). The sale of the Stake took place off the market, following the placement through an accelerated bookbuilding conducted and communicated to the market on November 26 and after the exercise of the tag along right of CGD over Eni S.p.A. (“Eni”), according to the Consent & Waiver Agreement signed between CGD, Eni and Amorim Energia B.V. (“Amorim Energia”) on March 29 2012 and announced to the market on the same date.
As foreseen in the Consent & Waiver Agreement, the sale of the Stake determined the automatic termination of the shareholder agreement between CGD and Amorim Energia concerning Galp Energia. Therefore, and from that date, the voting rights attached to the Galp Energia’s shares directly held by Amorim Energia are no longer attributable to CGD, as is for the voting rights that were attributable to Amorim Energia by virtue of some paragraphs of article 20 of the Portuguese Securities Code, and in particular the voting rights attached to the Galp Energia shares held directly by Eni.
After the sale of the Holding, CGD holds 6,590,294 shares of Galp Energia, representing 0.7947% of the share capital and voting rights of Galp Energia, as follows:
- Directly, 212,669 shares of Galp Energia, representing 0.0256% of the share capital and voting rights of Galp Energia;
- Indirectly, 6,377,625 shares of Galp Energia, representing 0.7691% of the share capital and voting rights of Galp Energia, being the chain of entities to which the indirect interest shall be attributable, and pursuant to the nr.1 of article 20 of the Portuguese Securities Code, the following:
1) CGD holds 100% of the share capital of Caixa Seguros e Saúde, SGPS, S.A., with the registration number at the Commercial Registry Office of Lisbon and company tax number 504 622 510, with its head office in Av. João XXI, 63, Lisbon and with a share capital of 799,924,920 Euros, which in turn owns 100% of the share capital and voting rights of Fidelidade - Companhia de Seguros, S.A., registered at the Commercial Registry Office of Lisbon with the registration number and company tax number 500 918 880, with head office in Largo do Calhariz, 30, in Lisbon, and with the share capital of 605,000,000 Euros.
Fidelidade - Companhia de Seguros, S.A. holds 230,337 shares of Galp Energia, representing 0.0278% of capital share of Galp Energia.
2) The Fundo de Pensões CGD (CGD Pension Fund), managed by CGD Pensões - Sociedade Gestora de Fundos de Pensões, S.A., with its the head office in Av. João XXI, 63, 2nd, Lisbon, share capital of 3,000,000 Euros, and registered at the Commercial Registry Office of Lisbon with the registration number and company tax number 502 777 460, holds 320,202 shares of Galp Energia, representing 0.0386% of the Company’s share capital;
3) CGD holds 91.95% of the share capital and voting rights of Gerbanca, SGPS, S.A. registered at the Commercial Registry Office of Lisbon with the registration number and company tax number 504 868 705, with its head office in Av. João XXI, 63, Lisbon, which in turn holds 100% of the share capital and voting rights of Caixa Participações, SGPS, S.A.. This entity is registered at the Commercial Registry Office of Lisbon with the registration number and the company tax number 502 592 532, it has its head office in Av. João XXI, 63, Lisbon, and it holds the remaining 8.05% of Gerbanca, SGPS, S.A.. Gerbanca holds 99.71% of the share capital and voting rights of Caixa – Banco de Investimento, S.A., registered at the Commercial Registry Office of Lisbon with the registration number and company tax number 501 898 417, being its its head office located in Rua Barata Salgueiro, 33, Lisbon, and with a share capital of 81,250,000 Euros. Caixa - Banco de Investimento, holds 4,389 shares of Galp Energia, representing 0.0005% of the Company’s share capital;
4) CGD holds 51.00% of the share capital and voting rights of Parcaixa, SGPS, S.A., with the registration number at the Commercial Registry Office of Lisbon and company tax number 508 659 558, with its head office located in Av. João XXI, 63, Lisbon, and with a share capital of 1,000,000,000 Euros. This entity holds 5,822,697 shares of Galp Energia, representing 0.7022% of the Company share capital.
Consequently, the percentage of voting rights of Galp Energia held by or attributable to CGD under article 20 of the Portuguese Securities Code became, on this date, lower to the 2% threshold.
Source: Galp Energia, SGPS, S.A.