Form 8 (OPD) (WORKSPACE GROUP PLC)

RNS Number : 4047E

Workspace Group PLC

10 March 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:	WORKSPACE 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.	N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:   Use a separate form for each offeror/offeree	WORKSPACE GROUP PLC
(d) Is the discloser the offeror or the offeree?	OFFEROR
(e) Date position held:   The latest practicable date prior to the disclosure	9 MARCH 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 If YES, specify which:

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	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:	Nil

3.  POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE

(a)   Interests held by the directors of Workspace Group plc and their close relatives and related trusts

Registered and beneficial owner	Number of ordinary shares in Workspace Group plc owned or controlled	% of issued share capital of Workspace Group plc
Stephen Hubbard	23,640	0.013%
Graham Clemett	97,546	0.054%
Duncan Owen	5,560	0.003%
Dave Benson	20,085	0.011%
TOTAL	146,831	0.081%

(b)     Options or awards under the share plans of Workspace Group plc by the directors of Workspace Group plc and their close relatives and related trusts who are not exempt principal traders for the purposes of Rule 8 of the Code.

Name	Share Plan	Number of ordinary shares under option / award	Grant date	Vesting date / period	Exercise price (per share)
Graham Clemett	Long Term Incentive Plan	71,814	18 June 2019	18 June 2022	Nil
Graham Clemett	Long Term Incentive Plan	139,638	18 June 2020	18 June 2023	Nil
Graham Clemett	Long Term Incentive Plan	117,043	24 June 2021	24 June 2024	Nil
Graham Clemett	Deferred Bonus Plan	12,828	25 June 2019	25 June 2022	Nil
Graham Clemett	Deferred Bonus Plan	20,315	26 June 2020	26 June 2023	Nil
Graham Clemett	Deferred Bonus Plan	7,629	28 June 2021	28 June 2024	Nil
Graham Clemett	Save As You Earn	3,389	27 July 2020	1 September 2023 - 1 March 2024	£5.31
David Benson	Long Term Incentive Plan	96,089	18 June 2020	18 June 2023	Nil
David Benson	Long Term Incentive Plan	80,541	24 June 2021	24 June 2024	Nil
David Benson	Deferred Bonus Plan	5,250	28 June 2021	28 June 2024	Nil
David Benson	Save As You Earn	5,649	27 July 2020	1 September 2025 - 1 March 2026	£5.31
TOTAL		560,185

(c)   Interests and short positions held by connected advisers of Workspace Group plc

Registered and beneficial owner	Number of ordinary shares in Workspace Group plc owned or controlled	% of issued share capital of Workspace Group plc
J.P. Morgan Chase Bank (National Association)	8	0.000004%
TOTAL	8	0.000004%

(d)   Interests, short positions and rights to subscribe held by close relatives and related trusts of the directors of Workspace Group plc in its ordinary shares

Registered Owner	Beneficial Owner	Number of ordinary shares in Workspace Group plc owned or controlled	% of issued share capital of Workspace Group plc
Mrs J Clemett	Mrs J Clemett	5,000	0.003%
Sanne Group	Mrs J Clemett	32,765	0.018%
Mr J Russell	Mr J Russell	73	0.00004%
TOTAL		37,838	0.02104%

 (e)  Interests, short positions and rights to subscribe held by other concert parties of Workspace Group plc

Registered Owner	Beneficial Owner	Number of ordinary shares in Workspace Group plc owned or controlled	% of issued share capital of Workspace Group plc
Rovida Holdings	The London & Amsterdam Trust Company Limited[1]	15,680,026	8.657%
RR Investment Co Ltd.	The London & Amsterdam Trust Company Limited	13,557,754	7.485%
The Belvedere Realty Investment Company Limited	The London & Amsterdam Trust Company Limited	12,543,618	6.925%
Mrs P A Roditi	The London & Amsterdam Trust Company Limited	7,980,669	4.406%
Mr S N Roditi	The London & Amsterdam Trust Company Limited	3,453,879	1.907%
Rovida Asset Management Limited	The London & Amsterdam Trust Company Limited	269,875	0.149%
Roditi 2015 Limited	The London & Amsterdam Trust Company Limited	5,950	0.003%
TOTAL		53,491,771	29.53%

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:	10 MARCH 2022
Contact name:	CARMELINA CARFORA
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 .

 

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[1] Nick Roditi is the ultimate owner of The London & Amsterdam Trust Company Limited.

 

END

 

 

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