TIDMKWS

RNS Number : 9392C

Keywords Studios PLC

22 October 2020

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                            Keywords Studios plc (Company No. 
  underlying issuer of existing shares                         08548351) 
  to which voting rights are attached 
  (ii) : 
                                                             ------------------------------------------------ 
 1b. Please indicate if the issuer is a non-UK issuer (please mark with 
  an "X" if appropriate) 
 Non-UK issuer 
                                                                                                         ---- 
 2. Reason for the notification (please mark the appropriate box or boxes 
  with an "X") 
 An acquisition or disposal of voting rights                                                               X 
                                                                                                         ---- 
 An acquisition or disposal of financial instruments 
                                                                                                         ---- 
 An event changing the breakdown of voting rights 
                                                                                                         ---- 
 Other (please specify)(iii) : 
                                                                                                         ---- 
 3. Details of person subject to the notification obligation (iv) 
 Name                                                         TIAA-CREF Investment Management, 
                                                               LLC on behalf of the accounts listed 
                                                               in Exhibit B. 
 
                                                               Teachers Advisors, LLC on behalf 
                                                               of the fund 
                                                               listed in Exhibit C. 
 
                                                               Nuveen Asset Management, LLC on behalf 
                                                               of the account listed in Exhibit 
                                                               D. 
 City and country of registered office                        TIAA-CREF Investment Management, 
  (if applicable)                                              LLC - New York, USA 
 
                                                               Teachers Advisors, LLC. - New York, 
                                                               USA 
 
                                                               Nuveen Asset Management, LLC. - Chicago, 
                                                               USA 
 4. Full name of shareholder(s) (if different from 3.) (v) 
 Name                                                         See Number 3. 
                                                             ------------------------------------------------ 
 City and country of registered office                        See Number 3. 
  (if applicable) 
                                                             ------------------------------------------------ 
 5. Date on which the threshold was                           20 October 2020 
  crossed or reached (vi) : 
                                                             ------------------------------------------------ 
 6. Date on which issuer notified (DD/MM/YYYY):               22 October 2020 
                                                             ------------------------------------------------ 
 7. Total positions of person(s) subject to the notification obligation 
                              % of voting        % of voting rights      Total of both    Total number 
                            rights attached       through financial       in % (8.A +      of voting rights 
                            to shares (total         instruments              8.B)         of issuer (vii) 
                                of 8. A)            (total of 8.B 
                                                     1 + 8.B 2) 
                          ------------------  -----------------------  ----------------  -------------------- 
 Resulting situation 
  on the date 
  on which threshold 
  was crossed 
  or reached                    3.002%                   0%                 3.002%             73,963,867 
                          ------------------  -----------------------  ----------------  -------------------- 
 Position of 
  previous notification 
  (if 
  applicable)                   2.971%                   0%                 2.971% 
                          ------------------  -----------------------  ----------------  -------------------- 
 
 
 
 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      Number of voting rights                             % of voting rights 
  shares             (ix) 
  ISIN code (if 
  possible) 
                           Direct                   Indirect                     Direct                  Indirect 
                     (Art 9 of Directive       (Art 10 of Directive        (Art 9 of Directive     (Art 10 of Directive 
                         2004/109/EC)              2004/109/EC)           2004/109/EC) (DTR5.1)        2004/109/EC) 
                           (DTR5.1)                 (DTR5.2.1)                                          (DTR5.2.1) 
                                           -------------------------- 
 GB00BBQ38507             2,220,560                    0%                        3.002%                     0% 
                   ----------------------  --------------------------  -------------------------  --------------------- 
 
 
 SUBTOTAL 8. A                          2,220,560                                           3.002% 
                   --------------------------------------------------  ------------------------------------------------ 
 
 B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC 
  (DTR5.3.1.1 (a)) 
 Type of            Expiration   Exercise/                       Number of voting                  % of voting 
  financial          date         Conversion Period               rights that may                   rights 
  instrument         (x)          (xi)                            be acquired if 
                                                                  the instrument 
                                                                  is 
                                                                  exercised/converted. 
                   -----------  ------------------------------  --------------------------------  --------------------- 
       N/A             N/A                    N/A                              N/A                         N/A 
                   -----------  ------------------------------  --------------------------------  --------------------- 
 
 
                                 SUBTOTAL 8. B 1                               N/A                         N/A 
                                ------------------------------  --------------------------------  --------------------- 
 
 B 2: Financial Instruments with similar economic effect according to 
  Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b)) 
 Type of       Expiration        Exercise/             Physical or           Number of             % of voting 
  financial     date (x)          Conversion            cash                  voting rights         rights 
  instrument                      Period (xi)           settlement 
                                                        (xii) 
              ----------------  --------------------  --------------------  -------------------- 
     N/A             N/A                 N/A                   N/A                   N/A                   N/A 
              ----------------  --------------------  --------------------  -------------------- 
 
 
                                                       SUBTOTAL 8.B.2                N/A                   N/A 
                                                      --------------------  -------------------- 
 
 
 
 
 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                                 X 
  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 (xiv) (please add additional 
  rows as necessary) 
      Name (xv)            % of voting rights          % of voting rights         Total of both if 
                             if it equals or            through financial          it equals or is 
                            is higher than the          instruments if it          higher than the 
                           notifiable threshold        equals or is higher       notifiable threshold 
                                                       than the notifiable 
                                                            threshold 
                       --------------------------  -------------------------  ------------------------ 
 
 
 
 
 
 
 10. In case of proxy voting, please identify: 
 Name of the proxy holder                                 TIAA-CREF Investment Management, LLC/ 
                                                           Teachers Advisors, LLC/ Nuveen Asset 
                                                                      Management, LLC 
                                                   --------------------------------------------------- 
 The number and % of voting rights                                         N/A 
  held 
                                                   --------------------------------------------------- 
 The date until which the voting rights                                    N/A 
  will be held 
                                                   --------------------------------------------------- 
 
 11. Additional information (xvi) 
 
              The College Retirement Equities Fund ("CREF") hereby informs you that 
              as of October 20, 2020, CREF owns 1,249,800 voting shares of Keywords 
              Studios plc equivalent to a 1.690% voting share ownership percentage 
              of Keywords Studios plc . CREF owns these shares through two of its investment 
              accounts: the Global Equities Account and the Stock Account. It is our 
              understanding the total voting shares outstanding is 73,963,867. 
 
              For your information, CREF is a U.S. based investment company, which 
              is registered with the Securities and Exchange Commission ("SEC"). CREF 
              has multiple investment accounts, each with separate investment objectives 
              and policies. All assets in the accounts are beneficially owned by CREF, 
              and all the accounts are managed by TIAA-CREF Investment Management, 
              LLC ("TCIM"), an SEC registered investment adviser. 
 
              Additionally, a fund managed by an affiliate of CREF, Teachers Advisors, 
              LLC ("TAL"), owns 678,168 voting shares of Keywords Studios plc equivalent 
              to a 0.917% voting share ownership percentage of Keywords Studios plc. 
              These holdings are owned by mutual funds which are investment portfolios 
              of the TIAA-CREF Funds or the TIAA-CREF Life Funds (collectively, the 
              "Funds"). The Funds are SEC registered investment companies and the Funds 
              are managed by Teachers Advisors, LLC ("TAL"), an SEC registered investment 
              adviser that is affiliated with TCIM. 
 
              In addition, Nuveen Asset Management, LLC ("NAM"), an affiliate of CREF, 
              bought 15,203 shares on October 20, 2020 bringing its ownership to 292,592 
              voting shares of Keywords Studios plc, equivalent to a 0.396% voting 
              share ownership percentage of Keywords Studios plc held through the separate 
              accounts that it advises. 
 
              A total of 2,220,560 voting shares or 3.002% of the outstanding voting 
              shares of Keywords Studios plc are owned, in aggregate, by CREF and these 
              affiliated funds and accounts. TAL and TCIM follow the same policies 
              when voting on behalf of CREF and the Funds. Additionally, each of TAL, 
              TCIM and NAM separately and independently vote all proxies for shares 
              held in Keywords Studios plc. We are therefore aggregating the holdings 
              in Keywords Studios plc as requested by the current FCA Disclosure and 
              Transparency Rules for purposes of this form. 
 
 
              (See Exhibit A) 
 
 
 
 Place of completion   TIAA-CREF Investment Management, LLC, 730 Third Avenue, 
                        New York, New York 10017-3206 USA 
 Date of completion    22 October 2020 
                      -------------------------------------------------------- 
 

Exhibit A

 
                                                               TIAA-CREF 
                                              Summary of Holdings in Keywords Studios plc 
                                              Between October 19, 2020 - October 20, 2020 
 
                                                                                                 TCIM & TAL Aggregate 
                   TIAA-CREF Investment Management LLC ("CREF")       Teachers Advisors LLC            Holdings 
                   Global       Stock        Total     Total CREF     TIAA-CREF       Total       Total       Total % 
                  Equities     Account       CREF          %        International    Mutual      Holdings 
                  Account                  Holdings                 Opportunities    Funds % 
                                                                        Fund 
                             -----------  ----------  -----------  --------------  ----------  -----------  ---------- 
 Holdings as 
  of October 
  19, 2020          614,784      635,016   1,249,800       1.690%         678,168      0.917%    1,927,968      2.607% 
                -----------  -----------  ----------  -----------  --------------  ----------  -----------  ---------- 
 Transactions 
  as of 
  October 20, 
  2020                    -            -           -       0.000%         -            0.000%            -      0.000% 
                -----------  -----------  ----------  -----------  --------------  ----------  -----------  ---------- 
 Holdings as 
  of October 
  20, 2020          614,784      635,016   1,249,800       1.690%         678,168      0.917%    1,927,968      2.607% 
                -----------  -----------  ----------  -----------  --------------  ----------  -----------  ---------- 
 
 Total Voting 
  Shares 
  Outstanding 
  October 20, 
  2020           73,963,867 
 
                  Nuveen Asset Management LLC (NAM) 
                              Total NAM    Total NAM 
                    NAM        Holdings        % 
                -----------  -----------  ---------- 
 Holdings as 
  of October 
  19, 2020          277,389      277,389      0.375% 
                -----------  -----------  ---------- 
 Transactions 
  as of 
  October 20, 
  2020             15,203       15,203             - 
                -----------  -----------  ---------- 
 Holdings as 
  of October 
  20, 2020          292,592      292,592      0.396% 
                -----------  -----------  ---------- 
 
                                             Total       Total 
                                           Combined    Percentage 
                                             as of       as of 
                                            October     October 
                                           20, 2020     20, 2020 
                                           2,220,560       3.002% 
                                                      ----------- 
 

Exhibit B

TIAA-CREF Investment Management, LLC

College Retirement Equities Fund ("CREF") *

   --    CREF Stock Account 
   --    CREF Global Equities Account 
   *     Registered Investment Company 

Exhibit C

Teachers Advisors, LLC

TIAA-CREF Funds *

   --    International Opportunities Fund 
   *     Registered Investment Company 

Exhibit D

   --    Nuveen Asset Management, LLC* 
   *     Registered Investment Adviser. 

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October 22, 2020 06:52 ET (10:52 GMT)