Form 8 (OPD) Mattioli Woods plc

Mattioli Woods PLC
13 March 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:

Mattioli Woods plc

(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.

N/A

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

     Use a separate form for each offeror/offeree

Mattioli Woods plc

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

Offeree

(e) Date position held:

     The latest practicable date prior to the disclosure

13 March 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"

N/A

 

 

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

-

Nil

-

(2) Cash-settled derivatives:

 

Nil

-

Nil

-

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

Nil

-

Nil

-

 

     TOTAL:

Nil

-

Nil

-

 

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:

None

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

None

 

 

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:

a)   Shares held by the directors of Mattioli Woods plc, their close relatives and related trusts (excluding options which are set out in b) below):

 

Director

Number of ordinary shares of £0.01 each in the offeree

Percentage of issued share capital

Ian Mattioli

3,119,334

6.01

Iain Mckenzie

12,179

0.02

Ravi Tara

31,022

0.06

Michael Wright

35,154

0.07

Anne Gunther

11,576

0.02

Martin Reason

15,152

0.03

 

b)   Options and awards held by the directors of Mattioli Woods plc, their close relatives and related trusts:

 

Director

Description of the Award

Grant Date

Number of Mattioli Woods plc Relevant Securities

Exercise Price

Ian Mattioli

Mattioli Woods 2021 LTIP

22 December 2021

120,000

£0.01

Mattioli Woods 2021 LTIP

10 October 2022

80,000

£0.01

Mattioli Woods 2021 LTIP

13 September 2023

101,428

£0.01

Iain Mckenzie

Mattioli Woods 2010 LTIP

1 June 2020

5,000

£0.01


Mattioli Woods 2021 LTIP

22 December 2021

30,000

£0.01


Mattioli Woods 2021 LTIP

10 October 2022

27,500

£0.01


Mattioli Woods 2021 LTIP

13 September 2023

45,933

£0.01

Ravi Tara

Mattioli Woods 2010 LTIP

1 June 2020

5,000

£0.01


Mattioli Woods 2021 LTIP

22 December 2021

40,000

£0.01


Mattioli Woods 2021 LTIP

10 October 2022

30,000

£0.01


Mattioli Woods 2021 LTIP

13 September 2023

50,109

£0.01

Michael Wright

Mattioli Woods 2010 LTIP

1 June 2020

10,000

£0.01


Mattioli Woods 2021 LTIP

22 December 2021

45,000

£0.01


Mattioli Woods 2021 LTIP

10 October 2022

32,500

£0.01


Mattioli Woods 2021 LTIP

13 September 2023

54,284

£0.01

 

c)   Interests of pensions schemes of the Offeree and associated companies

 

N/A

 

d)   Interests of other persons acting in concert with the Offeree

 

N/A

 

 

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:

13 March 2024

Contact name:

Ravi Tara

Telephone number:

0116 240 8700

 

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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