Form 8 (OPD) (NSF)

RNS Number : 3372S
Non-Standard Finance PLC
08 March 2019
 

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:

NON-STANDARD FINANCE 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

NON-STANDARD FINANCE PLC

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

OFFEROR

(e) Date position held:

     The latest practicable date prior to the disclosure

7 March 2019

(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 (PROVIDENT FINANCIAL 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:

 


 

 

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:

 

 

Name:  John van Kuffeler (Director)

Nature of interest

Number and class of shares

Percentage of issued share capital of Non-Standard Finance plc

Owns and controls relevant shares

2,114,474 ordinary shares of 5p each

0.678%

Nil-cost options over relevant shares (long term incentive award)

Ordinary shares of 5p each

The number of shares is to be determined on vesting on 31/12/2020

N/A

Nil-cost options over relevant shares (founder shares)*

1,661,743 ordinary shares of 5p each

N/A

 

 

Name:  Nicholas Teunon (Director)

Nature of interest

Number and class of shares

Percentage of issued share capital of Non-Standard Finance plc

Owns and controls relevant shares

87,980 ordinary shares of 5p each

0.028%

Nil-cost options over relevant shares (long term incentive award)

Ordinary shares of 5p each

The number of shares is to be determined on vesting on 31/12/2020

N/A

Options held subject to service

36,348 ordinary shares of 5p each

N/A

Nil-cost options over relevant shares (founder shares)*

1,384,785 ordinary shares of 5p each

N/A

 

 

Name:  Niall Booker (Director)

Nature of interest

Number and class of shares

Percentage of issued share capital of Non-Standard Finance plc

Beneficial owner of relevant shares

426,700 ordinary shares of 5p each

0.137%

 





Name:  Charles Gregson (Director)

Nature of interest

Number and class of shares

Percentage of issued share capital of Non-Standard Finance plc

Owns and controls relevant shares

310,984 ordinary shares of 5p each

0.1%

Nil-cost options over relevant shares (founder shares)*

553,914 ordinary shares of 5p each

N/A

 

 

 

Name:  Miles Cresswell-Turner (Director)

Nature of interest

Number and class of shares

Percentage of issued share capital of Non-Standard Finance plc

Owns and controls relevant shares

833,780 ordinary shares of 5p each

0.267%

Owns and controls shares in a subsidiary of the Company, to be exchanged for shares in the Company on vesting

Ordinary shares of 5p each

Number of shares to be determined on vesting on 31/12/2019

N/A

Nil-cost options over relevant shares

Ordinary shares of 5p each

Number of shares to be determined on vesting on 31/12/2020

N/A

Options held subject to service

36,348 ordinary shares of 5p each

N/A

Nil-cost options over relevant shares (founder shares)*

1,384,785 ordinary shares of 5p each

N/A

 

 

Name:  Heather McGregor (Director)

Nature of interest

Number and class of shares

Percentage of issued share capital of Non-Standard Finance plc

Owns and controls relevant shares

78,700 ordinary shares of 5p each

0.025%

 

 

 

 

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

 

 

(1)        Date of disclosure:

8 March 2019

(2)        Contact name:

Sarah Day (Company Secretary)

(3)        Telephone number:

+44 20 3869 9020

 

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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END
 
 
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