Form 8 (OPD) National Express Group PLC

RNS Number : 0894O

National Express Group PLC

05 October 2021

 

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:	NATIONAL EXPRESS GROUP 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.
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:   Use a separate form for each offeror/offeree	NATIONAL EXPRESS GROUP PLC
(d) Is the discloser the offeror or the offeree?	OFFEROR
(e) Date position held:   The latest practicable date prior to the disclosure	4 OCTOBER 2021
(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 STAGECOACH GROUP PLC

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:	Ordinary Shares of 5 pence each
	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:	Nil
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:

a) Holdings of directors of National Express Group plc in its ordinary shares: Name Number of National Express Shares % of issues share capital of National Express Ignacio Garat 6,100 0.00099% Chris Davies 253,031 0.04120% Sir John Armitt 19,195 0.00313% Jorge Cosmen 47,826 0.00779% Matthew Crummack 18,844 0.00307% Karen Geary 14,347 0.00234% Ana de Pro Gonzalo 4,347 0.00071% Mike McKeon 20,869 0.00340% Dr Ashley Steel 32,870 0.00535%   TOTAL: 417,429 0.06798 % (b) Options and awards held by directors of National Express Group plc in its ordinary shares: Long Term Incentive Plan Name Number of National Express Shares, subject to vesting performance conditions Ignacio Garat 366,943 (see Note 1 below) Chris Davies 567,835 (see Note 2 below)   TOTAL: 934,778 Note 1: Award granted on 22 March 2021 with an exercise period of 22 March 2024 to 22 March 2026. Note 2: Awards (a) 271,218 granted on 22 March 2021 with an exercise period of 22 March 2024 to 22 March 2026, (b) 162,993 granted on 12 March 2020 with an exercise period of 12 March 2023 to 12 March 2025, (c) 133,624 granted on 15 April 2019 with an exercise period of 15 April 2022 to 15 April 2024. (c) Holdings of close relatives and related trusts of the directors of National Express Group plc in its ordinary shares: Name Number of National Express Shares % of issues share capital of National Express Beverley McGregor (close relative of Sir John Armitt) 5,359 0.00087% European Express Enterprises Limited (a company controlled by close relatives of Jorge Cosmen) 71,211,891 (see Note 1 below) 11.59640% Northern Express Enterprises Limited (a company controlled by close relatives of Jorge Cosmen) 2,755,624 0.44874%   TOTAL: 73,972,874 12.04600% Note 1: Security over 26,000,000 of these shares has been granted for the purposes of a loan.

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:	5 October 2021
Contact name:	Jennifer Myram
Telephone number:	+ 44 (0)7880 472 885

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 [phone].

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

 

END

 

 

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