Form 8 (OPD)-Custodian Property Income REIT plc

Custodian Property Income Reit PLC
30 January 2024
 

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) Full name of discloser:

Custodian Property Income REIT plc ("CREI")

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

     The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.


(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

     Use a separate form for each offeror/offeree

Custodian Property Income REIT plc

(d) Is the discloser the offeror or the offeree?

OFFEROR

(e) Date position held:

     The latest practicable date prior to the disclosure

30 January 2024

(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

     If it is a cash offer or possible cash offer, state "N/A"

YES - abrdn Property Income Trust Limited

 

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

 

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.

 

(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) Cash-settled derivatives:

 

Nil

0

Nil

0

(3) Stock-settled derivatives (including 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 stock-settled derivative positions (including traded options), 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:

N/a

Details, including nature of the rights concerned and relevant percentages:

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 (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:

 

1.   Interest in CREI's 1p ordinary shares held by the directors of CREI and their close relatives and related trusts:

 

Owner

Number of shares held

%1

Elizabeth McMeikan                    

20,400       

0.00

Chris Ireland                                

50,345       

0.01

Malcolm Cooper                          

45,000       

0.01

Hazel Adam                                 

19,566       

0.00

Ian Mattioli MBE2                         

1,370,552

0.31

MW Trustees Limited3                     

1,715,339    

0.39

Clare Mattioli

837,554

0.19

Laura Mattioli

1,493,457

0.34

Alexandra Dariani

652,604

0.15

 

1 CREI's issued share capital consists of 440,850,398 shares.

2 Including shares held jointly with his wife Clare Mattioli in a charitable trust under his control.

3 MW Trustees Limited is a trustee for certain family trusts in respect of which Ian Mattioli MBE and members of his family are beneficiaries.

 

 

2.   Interest in CREI's 1p ordinary shares held by persons acting in concert with CREI:

 

Owner

Relationship to CREI

Number of shares held

%

Mattioli Woods plc ("MW") and its multi-asset fund clients manged by the MW Investments team on a discretionary basis4

Owner of the Investment Manager

14,774,502

3.35

Richard Shepherd-Cross5

Director of the Investment Manager

521,381

0.12

Ed Moore5

Director of the Investment Manager

102,596

0.02

Michael Wright5

Director of the Investment Manager

152,622

0.03

William Nixon5

Director of the Investment Manager

3,007

0.00

 

 

4 Ownership incorporates the control of voting rights through acting as discretionary investment manager on behalf of individual retail investors holding the beneficial interest.

5 Including shares held by close relatives.

 

 

 

Details of any open stock-settled derivative positions (including traded options), 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:

Irrevocable commitments and letters of intent should not be included. 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 January 2024

Contact name:

Nathan Brown, Managing Director, Numis Securities Limited

Telephone number:

0207 260 1000

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

 

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.

 

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

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