Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
12 Setembro 2024 - 7:12AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the
month of September 2024
RYANAIR HOLDINGS PLC
(Translation
of registrant's name into English)
c/o Ryanair Ltd Corporate Head Office
Dublin Airport
County Dublin Ireland
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file
annual
reports
under cover Form 20-F or Form 40-F.
Form
20-F..X.. Form 40-F
Indicate
by check mark whether the registrant by furnishing the
information
contained
in this Form is also thereby furnishing the information to
the
Commission
pursuant to Rule 12g3-2(b) under the Securities
Exchange
Act of
1934.
Yes
No ..X..
If
"Yes" is marked, indicate below the file number assigned to the
registrant
in
connection with Rule 12g3-2(b): 82- ________
Ryanair Holdings plc
12 September 2024
EU AIRLINE OWNERSHIP AND CONTROL REQUIREMENTS
As previously advised (https://investor.ryanair.com/non-eu-shareholders/),
Ryanair Holdings plc (the “Company”) must comply with EU Regulation 1008/2008,
which requires the Company to be majority EU owned and controlled.
On 11 March 2019, the Company announced that it would take steps to
ensure that it (and therefore its subsidiary EU airlines) would
meet these criteria following Brexit. On 29 December 2020, the
Company announced that (with effect from 1 January 2021) all
Ordinary Shares and Depositary Shares held by or on behalf of
non-EU nationals (including UK nationals) would be treated as
“Restricted Shares” (within the meaning of the
Company’s Articles of Association). As a result, since 1
January 2021, holders of Restricted Shares have not been permitted
to attend, speak or vote at the Company’s general meetings in
respect of those Restricted Shares.
In its announcement on 29 December 2020, the Company noted that
these resolutions would remain in place until the Board of the
Company determines that the ownership and control of the Company is
no longer such that there is any risk to the airline licences held
by the Company’s subsidiaries pursuant to EU Regulation
1008/2008.
In addition, since 1 January 2021, the prohibition (which has been
in place since 2002) on non-EU nationals acquiring Ordinary Shares
has also applied to UK nationals.
As of 31 August 2024, approx. 49% of the Company’s issued
share capital was held by EU nationals. Based on current trends,
the Company expects this figure to reach 50% within approx. 6-12
months.
The Board considers that, in anticipation of such threshold being
reached at a future date, it is appropriate to review the potential
variation of either (1) the purchase prohibition or (2) the voting
restrictions in a manner that continues to ensure compliance with
EU Regulation 1008/2008.
The review will include engagement with relevant regulators and
holders of Ordinary and Depositary Shares. Current restrictions on
purchases and voting by non-EU nationals will remain in place
during the review, and there can be no certainty as to the duration
of the review or that any variation in approach will result from
the review.
For further information, please contact:
Ryanair Holdings plc, Peter Larkin, Head of Investor Relations, Tel:
+353 (0) 1 945 1212
END
Certain of the information included in this release is forward
looking and is subject to important risks and uncertainties that
could cause actual results to differ materially and that could
impact the price of Ryanair’s securities. It is not
reasonably possible to itemise all of the many factors and specific
events that could affect the outlook and results of an airline
operating in the European economy and the price of its securities.
Among the factors that are subject to change and could
significantly impact Ryanair’s expected results and the price
of its securities are the airline pricing environment, fuel costs,
competition from new and existing carriers, market prices for the
replacement of aircraft, costs associated with environmental,
safety and security measures, actions of the Irish, U.K., European
Union (“EU”) and other governments and their respective
regulatory agencies, post-Brexit uncertainties, any change in the
restrictions on the ownership of Ryanair’s ordinary shares
and the voting rights of its shareholders and ADR holders,
including as a result of regulatory changes or the actions of
Ryanair itself, weather related disruptions, ATC strikes and
staffing related disruptions, delays in the delivery of contracted
aircraft, fluctuations in currency exchange rates and interest
rates, airport access and charges, labour relations, the economic
environment of the airline industry, the general economic
environment in Ireland, the U.K. and Continental Europe, the
general willingness of passengers to travel and other economics,
social and political factors, global pandemics such as Covid-19 and
unforeseen security events.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, hereunto duly authorized.
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By:___/s/
Juliusz Komorek____
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Juliusz
Komorek
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Company
Secretary
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Ryanair (NASDAQ:RYAAY)
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