Form 8 (OPD) Picton Property Income Limited

Picton Property Income Limited

22 November 2023

 

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:	Picton Property Income Limited
(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	Picton Property Income Limited
(d) Is the discloser the offeror or the offeree?	OFFEROR
(e) Date position held:      The latest practicable date prior to the disclosure	21/11/2023
(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"	No

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:

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:	N/A
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:

Interests in Picton Property Income Limited ("Picton") shares held by Picton directors (together with their close relatives and the related trusts of any of them) Name Total number of shares held in the capital of Picton Percentage of existing issued share capital of Picton Michael Morris 712,121 0.13% Joanne Morris 28,596 0% Andrew Dewhirst 471,758 0.08% Maria Bentley 74,436 0.01% Helen Jones 53,845 0% Lena Wilson 30,000 0% Name Scheme Date of grant Number of shares in the capital of Picton under option Exercise price per Picton share Vesting date Michael Morris Long-term incentive plan 29 June 2020  162,524 Nil 29 June 2023 Michael Morris Long-term incentive plan 22 June 2021  403,339 Nil 22 June 2024 Michael Morris Long-term incentive plan 17 June 2022  437,473 Nil 17 June 2025 Michael Morris Long-term incentive plan 14 June 2023  456,408 Nil 14 June 2026 Michael Morris Deferred bonus plan 22 June 2021  186,666 Nil 22 June 2023 Michael Morris Deferred bonus plan 17 June 2022  159,555 Nil 17 June 2024 Michael Morris Deferred bonus plan 14 June 2023  301,997 Nil 14 June 2025 Andrew Dewhirst Long-term incentive plan 29 June 2020  97,254 Nil 29 June 2023 Andrew Dewhirst Long-term incentive plan 22 June 2021  241,358 Nil 22 June 2024 Andrew Dewhirst Long-term incentive plan 17 June 2022  261,784 Nil 17 June 2025 Andrew Dewhirst Long-term incentive plan 14 June 2023  273,114 Nil 14 June 2026 Andrew Dewhirst Deferred bonus plan 22 June 2021  126,933 Nil 22 June 2023 Andrew Dewhirst Deferred bonus plan 17 June 2022  108,498 Nil 17 June 2024 Andrew Dewhirst Deferred bonus plan 14 June 2023  205,359 Nil 14 June 2025

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:	22 November 2023
Contact name:	Kathy Thompson
Telephone number:	[phone]

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