Form 8 (DD) - Hargreaves Lansdown plc

Goldman Sachs Bank Europe SE
05 September 2024
 

 

FORM 8 (DD)

 

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)

Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

(a) Full name of discloser:

GOLDMAN SACHS BANK EUROPE SE

(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

HARGREAVES LANSDOWN PLC

(d) Status of person making the disclosure:

     e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)

Advisor to HARP BIDCO LIMITED (A NEWLY FORMED COMPANY TO BE INDIRECTLY OWNED BY CVC PRIVATE EQUITY FUNDS, NORDIC CAPITAL XI DELTA, SCSP (ACTING THROUGH ITS GENERAL PARTNER, NORDIC CAPITAL XI DELTA GP SARL) AND PLATINUM IVY B 2018 RSC LIMITED)

(e) Date dealing undertaken:

22 May 2024 to 03 September 2024

The Panel Executive has agreed on an ex-parte basis that the dealings in the Supplemental Form 8 (SBL) below have no Code consequences

(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"

N/A

 

2.         POSITIONS OF THE PERSON 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 following the dealing

 

Class of relevant security:

 

0.4p ordinary

 

Interests

Short positions

 

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

0

0.00

0

0.00

(2) Cash-settled derivatives:

0

0.00

0

0.00

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

0

0.00

0

0.00

 

     TOTAL:

0

0.00

0

0.00

 

 

 

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 (including directors' and other employee options)

 

Class of relevant security in relation to which subscription right exists:


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

 

 

 

3.         DEALINGS BY THE PERSON MAKING THE DISCLOSURE

 

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

 

The currency of all prices and other monetary amounts should be stated.

 

(a)        Purchases and sales

 

(i)         Party to an offer or person acting in concert (except for a principal trader in the same group as a connected advisor)

 

Class of relevant security

Purchase/sale

 

Number of securities

Price per unit





 

(ii)        Principal trader where the sole reason for the connection is that the principal trader is in the same group as a connected advisor

 

Class of relevant security

Purchases/ sales

 

Total number of securities

Highest price per unit paid/received

Lowest price per unit paid/received






 

(b)        Cash-settled derivative transactions

 

Class of relevant security

Product description

e.g. CFD

Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

Number of reference securities

Price per unit






 

(c)        Stock-settled derivative transactions (including options)

 

(i)         Writing, selling, purchasing or varying

 

Class of relevant security

Product description e.g. call option

Writing, purchasing, selling, varying etc.

Number of securities to which option relates

Exercise price per unit

Type

e.g. American, European etc.

Expiry date

Option money paid/ received per unit









 

(ii)        Exercise

 

Class of relevant security

Product description

e.g. call option

Exercising / exercised against

Number of securities

Exercise price per unit






 

(d)        Other dealings (including subscribing for new securities)

 

Class of relevant security

Nature of dealing

e.g. subscription, conversion

Details

Price per unit (if applicable)


 

 



 

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 or person acting in concert making the disclosure and any other person:

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 or person acting in concert making the disclosure 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)

YES

 

 

Date of disclosure:

05 September 2024

Contact name:

Papa Lette and Andrzej Szyszka

Telephone number:

+33(1) 4212 1459 / +48(22) 317 4817

 

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.

 

SUPPLEMENTAL FORM 8 (SBL)

 

DETAILS OF SECURITIES BORROWING AND LENDING AND

FINANCIAL COLLATERAL ARRANGEMENTS BY

PARTIES TO AN OFFER AND PERSONS ACTING IN CONCERT

Note 5(l) on Rule 8 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

Full name of person making disclosure:

GOLDMAN SACHS BANK EUROPE SE

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

HARGREAVES LANSDOWN PLC

 

 

2.         SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL POSITIONS

 

Class of relevant security:

 

0.4p ordinary

 

Number

 

%

Securities borrowed:

23,071

0.00

Securities lent (including securities subject to a security financial collateral arrangement with right of use or a title transfer collateral arrangement):

0

0.00

 

 

Details of borrowed relevant securities which have been either on-lent or sold do not need to be disclosed.

 

3.         SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL TRANSACTIONS

 

Date dealing undertaken

Class of relevant security

Nature of transaction

e.g. securities lending/borrowing, delivery/receipt of recalled securities, entering into financial collateral arrangement with right of use, entering into title transfer collateral arrangement etc.

Number of securities

22-May-2024

0.4p ordinary

Loan (New)

6,461

22-May-2024

0.4p ordinary

Loan (New)

5,671

22-May-2024

0.4p ordinary

Loan (New)

4,873

22-May-2024

0.4p ordinary

Loan (Return)

701

22-May-2024

0.4p ordinary

Loan (Return)

3,607

22-May-2024

0.4p ordinary

Loan (Return)

4,970

22-May-2024

0.4p ordinary

Loan (Return)

7,395

23-May-2024

0.4p ordinary

Loan (Return)

4,873

23-May-2024

0.4p ordinary

Loan (Return)

5,671

23-May-2024

0.4p ordinary

Loan (Return)

6,461

23-May-2024

0.4p ordinary

Borrow (New)

9,026

30-May-2024

0.4p ordinary

Borrow (New)

7,779

05-June-2024

0.4p ordinary

Borrow (New)

5,421

13-June-2024

0.4p ordinary

Borrow (New)

21,007

14-June-2024

0.4p ordinary

Borrow (Return)

12,824

17-June-2024

0.4p ordinary

Borrow (New)

7,987

19-June-2024

0.4p ordinary

Borrow (New)

3,523

20-June-2024

0.4p ordinary

Borrow (New)

30,103

21-June-2024

0.4p ordinary

Borrow (New)

40,885

24-June-2024

0.4p ordinary

Borrow (Return)

4,410

25-June-2024

0.4p ordinary

Borrow (Return)

6,081

26-June-2024

0.4p ordinary

Borrow (New)

1,430

27-June-2024

0.4p ordinary

Borrow (Return)

633

28-June-2024

0.4p ordinary

Borrow (New)

814

01-July-2024

0.4p ordinary

Borrow (Return)

4,264

02-July-2024

0.4p ordinary

Borrow (Return)

3,322

03-July-2024

0.4p ordinary

Borrow (New)

454

04-July-2024

0.4p ordinary

Borrow (Return)

2,082

08-July-2024

0.4p ordinary

Borrow (Return)

5,277

09-July-2024

0.4p ordinary

Borrow (Return)

1,569

10-July-2024

0.4p ordinary

Borrow (Return)

1,486

11-July-2024

0.4p ordinary

Borrow (Return)

1,333

12-July-2024

0.4p ordinary

Borrow (Return)

2,051

16-July-2024

0.4p ordinary

Borrow (Return)

6,983

17-July-2024

0.4p ordinary

Borrow (Return)

11,296

18-July-2024

0.4p ordinary

Borrow (New)

10,898

19-July-2024

0.4p ordinary

Borrow (New)

24,693

22-July-2024

0.4p ordinary

Borrow (Return)

161

22-July-2024

0.4p ordinary

Borrow (Return)

11,528

23-July-2024

0.4p ordinary

Borrow (Return)

7,585

23-July-2024

0.4p ordinary

Borrow (Return)

8,183

23-July-2024

0.4p ordinary

Borrow (Return)

8,673

23-July-2024

0.4p ordinary

Borrow (Return)

9,026

23-July-2024

0.4p ordinary

Borrow (Return)

10,737

23-July-2024

0.4p ordinary

Borrow (Return)

24,693

25-July-2024

0.4p ordinary

Borrow (New)

2,298

26-July-2024

0.4p ordinary

Borrow (New)

4,643

29-July-2024

0.4p ordinary

Borrow (New)

712

30-July-2024

0.4p ordinary

Borrow (Return)

4,064

31-July-2024

0.4p ordinary

Borrow (New)

374

01-August-2024

0.4p ordinary

Borrow (Return)

1,509

02-August-2024

0.4p ordinary

Borrow (New)

814

05-August-2024

0.4p ordinary

Borrow (New)

2,217

06-August-2024

0.4p ordinary

Borrow (New)

4,286

07-August-2024

0.4p ordinary

Borrow (New)

33,495

08-August-2024

0.4p ordinary

Borrow (New)

2,853

12-August-2024

0.4p ordinary

Borrow (Return)

5,408

13-August-2024

0.4p ordinary

Borrow (Return)

27,222

14-August-2024

0.4p ordinary

Borrow (Return)

617

14-August-2024

0.4p ordinary

Borrow (Return)

4,286

14-August-2024

0.4p ordinary

Borrow (Return)

4,643

15-August-2024

0.4p ordinary

Borrow (New)

3,233

16-August-2024

0.4p ordinary

Borrow (Return)

1,373

16-August-2024

0.4p ordinary

Borrow (Return)

2,298

16-August-2024

0.4p ordinary

Borrow (Return)

2,853

16-August-2024

0.4p ordinary

Borrow (Return)

3,295

16-August-2024

0.4p ordinary

Borrow (Return)

3,523

16-August-2024

0.4p ordinary

Borrow (Return)

3,715

19-August-2024

0.4p ordinary

Borrow (New)

9,790

20-August-2024

0.4p ordinary

Borrow (New)

2,213

21-August-2024

0.4p ordinary

Borrow (Return)

1,802

22-August-2024

0.4p ordinary

Borrow (New)

2,928

 

 

The Panel's Market Surveillance Unit is available for consultation in relation to the Code'sdisclosure 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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