Form 8 (OPD) Braemar Shipping Services plc

RNS Number : 4076I

Braemar Shipping Services PLC

30 May 2014

 



FORM 8 (OPD)

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

1.         KEY INFORMATION

(a) Identity of the party to the offer making the disclosure:	Braemar Shipping Services plc ("Braemar")
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):      The naming of nominee or vehicle companies is insufficient	N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:      Use a separate form for each party to the offer	Braemar
(d) Is the party to the offer making the disclosure the offeror or the offeree?	OFFEROR
(e) Date position held:	30 May 2014
(f)  Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?	YES

2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates

Class of relevant security:
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	Nil	0	Nil	0
(2) Derivatives (other than options):	Nil	0	Nil	0
(3) Options and agreements to purchase/sell:	Nil	0	Nil	0
TOTAL:	Nil	0	Nil	0

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

(b)        Rights to subscribe for new securities

Class of relevant security in relation to which subscription right exists:	NONE
Details, including nature of the rights concerned and relevant percentages:	NONE

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

(c)        Irrevocable commitments and letters of intent

Details of any irrevocable commitments or letters of intent procured by the party to the offer making the disclosure or any person acting in concert with it (see Note 3 on Rule 2.11 of the Code):

N/A

3.         POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE

Details of any interests, short positions and rights to subscribe of any person acting in concert with the party to the offer making the disclosure:

Braemar Directors The directors of Braemar have the following interests in the company: No. Ordinary Shares % of Issued Share Capital Executive Directors James Kidwell.............................. 111,304 0.51 Denis Petropoulos...................... 601,434 2.77 Non-Executive Directors Sir Graham Hearne CBE............ 2,500 0.01 John Denholm.............................. 7,000 0.03 Alastair Farley............................... 13,366 0.06 735,604 3.38 The directors of Braemar have the following interests in options over unissued ordinary shares in the company under the company's Save As You Earn scheme: Exercise  price (p) Earliest exercise Expiry No. Ordinary Shares Executive Directors James Kidwell.............. 271 01/02/2015 01/07/2015 3,321 Denis Petropoulos...... 272.9 01/08/2015 01/01/2016 3,308 Martin Beer.................... 336 01/08/2016 01/01/2017 2,676 9,305 The directors of Braemar have the following rights to subscribe for ordinary shares in the company under the company's Long Term Incentive Plan and Deferred Bonus Plan: Scheme Earliest exercise Expiry No. Ordinary Shares Executive Directors James Kidwell.............. LTIP 17/05/2014 17/05/2021 45,000 LTIP 30/10/2015 30/10/2022 75,000 DBP 08/05/2015 08/05/2022 31,541 DBP 14/05/2016 14/05/2023 17,440 Denis Petropoulos...... LTIP 17/05/2014 17/05/2021 42,735 DBP 08/05/2015 08/05/2022 31,541 DBP 14/05/2016 14/05/2023 12,444 Martin Beer.................... LTIP 30/10/2015 30/10/2022 55,000 DBP 14/05/2016 14/05/2023 4,666 315,367  Braemar Employee Share Ownership Plan ('ESOP') The Braemar ESOP holds the following ordinary shares in the company. No. Ordinary Shares % of Issued Share Capital Braemar ESOP 659,682 3.04 659,682 3.04

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3 for each additional class of relevant security.

Details of any open derivative or option positions, or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

4.         OTHER INFORMATION

(a)        Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it: If there are no such agreements, arrangements or understandings, state "none"

NONE

(b)        Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to: (i)  the voting rights of any relevant securities under any option; or (ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced: If there are no such agreements, arrangements or understandings, state "none"

NONE

(c)        Attachments

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)	NO
Supplemental Form 8 (SBL)	NO

Date of disclosure:	30 May 2014
Contact name:	Martin Beer
Telephone number:	020 7535 2650

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at [e-mail].  The Panel's Market Surveillance Unit is available for consultation in relation to the Code's dealing disclosure requirements on [phone].

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 

END

 

 

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