Form 8 (OPD) UK COAL PLC

RNS Number : 2471L

UK Coal PLC

04 May 2010

 



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:	UK Coal PLC
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:	UK Coal PLC
(d) Is the party to the offer making the disclosure the offeror or the offeree?	OFFEREE
(e) Date position held:	3 May 2010
(f)  Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?	NO

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:	1p ordinary shares
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	NIL	NA	NIL	NA
(2) Derivatives (other than options):	NIL	NA	NIL	NA
(3) Options and agreements to purchase/sell:	NIL	NA	NIL	NA
TOTAL:	NIL	NA	NIL	NA

(b)        Rights to subscribe for new securities

Class of relevant security in relation to which subscription right exists:	NIL
Details, including nature of the rights concerned and relevant percentages:	NA

(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):

NIL

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:

The directors' beneficial interests in the ordinary shares of UK Coal are as set out below:

Name	Beneficial interest in UK Coal shares	% of existing share capital of UK Coal
David Jones	54,250	0.018%
Jon Lloyd	38,750	0.013%
David Brocksom	28,675	0.010%
Owen Michaelson	40,084	0.013%
Mike Toms	6,200	0.002%
Kevin Whiteman	15,500	0.005%

The directors hold the following awards granted under the UK Coal long term incentive plan (LTIP):

	Interest	Vesting date	End of performance period
Jon Lloyd
Executive LTIP 2008(i)	95,319	22.04.11	Dec 10
Executive LTIP 2009(ii)	213,703	05.05.12	Dec 11
Total	309,022
David Brocksom
Executive LTIP 2008(i)	59,650	22.04.11	Dec 10
Executive LTIP 2009(ii)	133,734	05.05.12	Dec 11
Total	193,384

(i)     The performance conditions for 2008 awards require absolute TSR growth of between 25% and 75% for between 30% and 100% of an award to vest (with straight-line vesting between these points). In addition, the Company must achieve EPS growth of at least RPI+3% p.a. over the 3 year performance period.

(ii)    The performance conditions for 2009 awards require absolute TSR growth of between 75% and 150% for between 30% and 100% of an award to vest (with straight-line vesting between these points). In addition, the Company must achieve EPS growth of at least RPI+3% p.a. over the 3 year performance period.

By virtue of Goodweather Holdings Limited's ownership of in excess of 20% of the equity share capital of UK Coal, it is regarded under the Takeover Code as an associated company of UK Coal and therefore is presumed to be acting in concert with UK Coal.  Its beneficial interest in the ordinary shares of UK Coal is as set out below:

Name	Interest in UK Coal shares	% of existing share capital of UK Coal
Goodweather Holdings Limited	84,639,470	28.279%

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:

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:

NONE

(c)        Attachments

Are any Supplemental Forms attached?

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

Date of disclosure:	4 May 2010
Contact name:	Richard Cole
Telephone number:	01302 751 751

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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