TIDMWISE

RNS Number : 2742Z

Wise PLC

13 September 2022

TR-1: Standard form for notification of major holdings

1. Issuer Details

ISIN

GB00BL9YR756

Issuer Name

WISE PLC

UK or Non-UK Issuer

UK

2. Reason for Notification

An event changing the breakdown of voting rights

3. Details of person subject to the notification obligation

Name

Andreessen Horowitz Fund IV, L.P., AH Parallel Fund IV, L.P., and Andreessen Horowitz LSV Fund I, L.P.

City of registered office (if applicable)

Menlo Park, California

Country of registered office (if applicable)

United States

4. Details of the shareholder

Is the shareholder the same as the person subject to the notification obligation, above?

Yes

5. Date on which the threshold was crossed or reached

7 September 2022

6. Date on which Issuer notified

12 September 2022

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

 
                           % of voting rights    % of voting rights    Total of both in   Total number of 
                            attached to shares    through financial     % (8.A + 8.B)      voting rights held 
                            (total of 8.A)        instruments (total                       in issuer 
                                                  of 8.B 1 + 8.B 2) 
 Resulting situation 
  on the date on which 
  threshold was crossed 
  or reached               8.28%                 -                     8.28%              342,370,846 
                          --------------------  --------------------  -----------------  -------------------- 
 Position of previous 
  notification (if 
  applicable) 
                          --------------------  --------------------  -----------------  -------------------- 
 

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

8A. Voting rights attached to shares

 
 CLASS/TYPE OF SHARES      NUMBER OF DIRECT         NUMBER OF INDIRECT       % OF DIRECT VOTING   % OF INDIRECT VOTING 
  ISIN CODE(IF POSSIBLE)   VOTING RIGHTS (DTR5.1)   VOTING RIGHTS             RIGHTS (DTR5.1)      RIGHTS (DTR5.2.1) 
                                                    (DTR5.2.1) 
 Class A ordinary 
  shares (ISIN 
  GB00BL9YR756)            88,424,920                                        2.14% 
                          -----------------------  -----------------------  -------------------  --------------------- 
 Class B ordinary 
  shares                   253,945,926                                       6.14% 
                          -----------------------  -----------------------  -------------------  --------------------- 
 Sub Total 8.A             342,370,846                                       8.28% 
                          ------------------------------------------------  -------------------  --------------------- 
 

8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))

 
 TYPE OF FINANCIAL   EXPIRATION DATE   EXERCISE/CONVERSION   NUMBER OF VOTING              % OF VOTING RIGHTS 
  INSTRUMENT                            PERIOD                RIGHTS THAT MAY BE 
                                                              ACQUIRED IF THE INSTRUMENT 
                                                              IS EXERCISED/CONVERTED 
 
 Sub Total 8.B1 
                    --------------------------------------  ----------------------------  ------------------- 
 

8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))

 
 TYPE OF FINANCIAL   EXPIRATION DATE   EXERCISE/CONVERSION   PHYSICAL OR        NUMBER OF VOTING   % OF VOTING 
  INSTRUMENT                            PERIOD                CASH SETTLEMENT    RIGHTS             RIGHTS 
 
 Sub Total 8.B2 
                    ---------------------------------------------------------  -----------------  ------------ 
 

9. Information in relation to the person subject to the notification obligation

2. 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 entities (please add additional rows as necessary)

 
 Ultimate Controlling      Name of controlled     % of voting rights      % of voting rights     Total of both if 
  Person                    undertaking           if it equals or is       through financial     it equals or is 
                                                  higher than the          instruments if it     higher 
                                                  notifiable               equals or is higher   than the notifiable 
                                                  threshold                than the notifiable   threshold 
                                                                           threshold 
 Marc Andreessen and       Andreessen Horowitz 
  Benjamin Horowitz         Fund IV, L.P. 
  as managing members 
  of AH Equity Partners 
  IV, L.L.C 
                          ---------------------  ----------------------  ---------------------  ---------------------- 
 Marc Andreessen and 
  Benjamin Horowitz 
  as managing members 
  of AH Equity Partners    AH Parallel Fund 
  IV (Parallel), L.L.C      IV, L.P.              4.77%                   -                      4.77% 
                          ---------------------  ----------------------  ---------------------  ---------------------- 
 Marc Andreessen and       Andreessen Horowitz 
  Benjamin Horowitz         LSV Fund I, L.P. 
  as managing members 
  of AH Equity Partners 
  LSV I, L.L.C. 
                          ---------------------  ----------------------  ---------------------  ---------------------- 
 

10. In case of proxy voting

Is there proxy voting?

No

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

Andreessen Horowitz Fund IV, L.P. holds shares in Wise plc ("Wise") for itself and as nominee for Andreessen Horowitz Fund IV-A, L.P., Andreessen Horowitz Fund IV-B, L.P. and Andreessen Horowitz Fund IV-Q, L.P. (collectively, the "AH Fund IV Entities"). AH Equity Partners IV, L.L.C is the general partner of the AH Fund IV Entities and has sole voting and dispositive power with regard to the shares held by the AH Fund IV Entities. Marc Andreessen and Benjamin Horowitz are the managing members of AH Equity Partners IV, L.L.C and share voting and dispositive power with respect to the shares held by the AH Fund IV Entities.

AH Parallel Fund IV, L.P. holds shares in Wise for itself and as nominee for AH Parallel Fund IV-A, L.P., AH Parallel Fund IV-B, L.P. and AH Parallel Fund IV-Q, L.P. (collectively, the "AH Parallel Fund IV Entities"). AH Equity Partners IV (Parallel), L.L.C is the general partner of the AH Parallel Fund IV Entities and has sole voting and dispositive power with regard to the shares held by the AH Parallel Fund IV Entities. Marc Andreessen and Benjamin Horowitz are the managing members of AH Equity Partners IV (Parallel), L.L.C and share voting and dispositive power with respect to the shares held by the AH Parallel Fund IV Entities.

Andreessen Horowitz LSV Fund I, L.P. holds shares in Wise for itself and as nominee for Andreessen Horowitz LSV Fund I-B, L.P. and Andreessen Horowitz LSV Fund I-Q, L.P. (collectively, the "AH LSV Fund I Entities"). AH Equity Partners LSV I, L.L.C. is the general partner of the AH LSV Fund I Entities and has sole voting and dispositive power with regard to the shares held by the AH LSV Fund I Entities. Marc Andreessen and Benjamin Horowitz are the managing members of AH Equity Partners LSV I, L.L.C. and share voting and dispositive power with respect to the shares held by the AH LSV Fund I Entities.

As such, further to the information provided in Section 3, and as set out in Section 9, the ultimate controlling persons are Marc Andreessen and Benjamin Horowitz as managing members of AH Equity Partners IV, L.L.C, AH Equity Partners IV (Parallel), L.L.C and AH Equity Partners LSV I, L.L.C.

12. Date of Completion

12 September 2022

13. Place Of Completion

Menlo Park, California, United States

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END

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September 13, 2022 05:21 ET (09:21 GMT)

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