Form 8.3 - Science in Sport plc

RNS Number : 9929C
Science in Sport PLC
14 October 2022
 

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:

Science in Sport 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

Science in Sport plc

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

OFFEREE

(e) Date position held:

  The latest practicable date prior to the disclosure

13 October 2022

(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:

 

 

 

 

(2) Cash-settled derivatives:

 

 

 

 

 

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

 

 

 

 

 

  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:


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


 

 

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 of director

Number of Science in Sport plc ordinary shares held

Percentage of total issued share capital

John Clarke

313,635

0.23

Stephen Moon

924,537

0.66

Daniel Lampard (incoming CFO)

nil

nil

Tim Wright

156,823

0.11

Roger Mather

106,790

0.08

 

Rights to subscribe for new securities

 

Stephen Moon and Daniel Lampard agreed to subscribe for 221,574 and 33,333 shares respectively at a price of 15p in Science in Sport Plc on 30 September 2022

 

Options held by directors of Science in Sport plc in Science in Sport plc ordinary shares

 

Name of director

Grant date

Number of Science in Sport plc ordinary shares in which options granted

Exercise price

Earliest exercise date

Expiry Date

John Clarke

22 March 2016

221,360

nil

22 March 2016

21 March 2026

John Clarke

26 Sept 2016

327,273

nil

22 March 2019

25 Sept 2026

Stephen Moon

22 July 2014

328,125

nil

22 July 2014

21 July 2024

Stephen Moon

26 March 2015

267,206

nil

25 March 2015

25 March 2025

Stephen Moon

22 March 2016

1,089,675

nil

22 March 2016

21 March 2026

Stephen Moon

26 Sept 2016

1,460,356

nil

22 March 2019

25 Sept 2026

Stephen Moon

22 March 2017

623,721

nil

22 March 2017

21 March 2027

Stephen Moon

22 March 2017

460,164

nil

22 March 2018

21 March 2027

Stephen Moon

21 March 2018

81,806

nil

21 March 2018

20 March 2027

Stephen Moon

20 March 2019

780,769

nil

20 March 2019

20 March 2029

Stephen Moon

1 October 2020

1,108,070

nil

1 October 2020

1 October 2030

Stephen Moon

1 October 2020

1,555,612

nil

1 April 2022

1 April 2032

 

 

 

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 October 2022

Contact name:

Stephen Moon

Telephone number:

02074003700

 

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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