Approval of Opening Position Disclosure

RNS Number : 8444S

Evocutis PLC

06 December 2012

 



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) Identity of the party to the offer making the disclosure:	Evocutis 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	n/a
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:      Use a separate form for each party to the offer	Evocutis Plc
(d) Is the party to the offer making the disclosure the offeror or the offeree?	OFFEREE
(e) Date position held:	5 December 2012
(f)  Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?	NO

2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

(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) Derivatives (other than options):
(3) Options and agreements to purchase/sell:
TOTAL:

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, 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:

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.

(c)        Irrevocable commitments and letters of intent

Details of any irrevocable commitments or letters of intent procured by the party to the offer making the disclosure or any person acting in concert with it (see Note 3 on Rule 2.11 of the Code):

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 of any person acting in concert with the party to the offer making the disclosure:

Gwyn Humphreys (interim CEO) 3,340,548 Ordinary shares of 1p each, representing 1.91% of the total issued share capital of Evocutis Plc. Options over 266,670 ordinary shares of 1p each with an exercise price of 8.65p each and an exercise period from 6 August 2009 until 6 August 2018.  Options over 380,950 ordinary shares of 1p each with an exercise price of 5.25p and with an exercise period from 1 December 2011 to 1 December 2020. Richard Bojar (Chief Scientific Officer) 11,390,203 Ordinary shares of 1p each, representing 6.52% of the total issued share capital of Evocutis Plc. Dr Bojar does not have any options over the ordinary shares.  Tom Bannatyne (Non-Executive Chairman) 14,714,670 Ordinary shares of 1p each, representing 8.42% of the total issued share capital of Evocutis Plc. Options over 476,000 ordinary shares of 1p each. The exercise price of each option is 5.25p and the exercise period is from 1 December 2011 to 1 December 2020. Darren Bamforth (Chief Financial Officer) 68,250 Ordinary shares of 1p each, representing 0.04% of the total issued share capital of Evocutis Plc. Options over 765,320 ordinary shares of 1p each with an exercise price of 8.65p each and an exercise period from 6 August 2009 until 6 August 2018.  Options over 380,950 ordinary shares of 1p each with an exercise price of 5.25p and with an exercise period from 1 December 2011 to 1 December 2020. Mike Townend (Non-Executive Director) Mr Townend does not hold any ordinary shares in Evocutis plc and does not have any options over ordinary shares. Zeus Capital Limited (Financial advisor to Evocutis Plc) 720,000 Ordinary Shares of 10p each, representing 0.41% of the total issued share capital of Evocutis Plc.

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 3 for each additional class of relevant security.

Details of any open derivative or option positions, 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: 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 December 2012
Contact name:	Darren Bamforth
Telephone number:	0844 209 8440

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at [e-mail].  The Panel's Market Surveillance Unit is available for consultation in relation to the Code's dealing disclosure requirements on [phone].

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

 

END

 

 

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