Information  X 
Enter a valid email address

Pace Plc (PIC)

  Print          Annual reports

Tuesday 05 May, 2015

Pace Plc

Form 8 (OPD) Pace plc

Form 8 (OPD) Pace plc

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: Pace 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
Pace PLC
(d) Is the discloser the offeror or the offeree? Offeree
(e) Date position held:
     The latest practicable date prior to the disclosure
          5 May 2015
(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:

 
Ordinary shares of 5p each
 

 
InterestsShort positions
Number%Number%
(1) Relevant securities owned and/or controlled: Nil 0.00 Nil 0.00
(2) Cash-settled derivatives:

 
Nil 0.00 Nil 0.00
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: Nil 0.00 Nil 0.00
 

     TOTAL:
Nil 0.00 Nil 0.00

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:

3(a) Interests of directors of Pace plc in Pace ordinary shares

DirectorNumber of ordinary shares of 5p eachPercentage of total issued share capital (%)
Allan Leighton 346,081 0.1088
Mike Pulli 968,147 0.3045
Pat Chapman-Pincher 15,551 0.0049
John Grant 65,000 0.0204
Mike Inglis 25,344 0.0080

3(b) Interests in Pace ordinary shares held by directors in awards of ordinary shares under Pace plc's share plans

Performance Share Plan

DirectorMaximum number of ordinary shares awardedDate of grantExercise Price per share (£)Normal vesting date
Mike Pulli 218,439 21/03/2013 Nil 21/03/2016
Mike Pulli 110,826 14/04/2014 Nil 14/04/2017
Mike Pulli 142,844 27/04/2015 Nil 27/04/2018
Mark Shuttleworth 138,873 27/04/2015 Nil 27/04/2018

Deferred Share Plan

DirectorMaximum number of ordinary shares awardedDate of grantExercise Price per share (£)Normal vesting date
Mike Pulli 221,989 21/03/2013 Nil 29/03/2016
Mike Pulli 39,216 14/04/2014 Nil 31/03/2016
Mike Pulli 105,290 14/04/2014 Nil 31/03/2017
Mike Pulli 30,856 27/04/2015 Nil 31/03/2017
Mike Pulli 108,478 27/04/2015 Nil 31/03/2018
Mark Shuttleworth 41,073 27/04/2015 Nil 31/03/2018

Unapproved Share Option Plan

DirectorMaximum number of ordinary shares awardedDate of grantExercise Price per share (£)Normal vesting date
Mike Pulli 177,614 24/06/2008 0.855 24/06/2011
Mike Pulli 250,000 11/03/2009 0.75 11/03/2012
Mike Pulli 1,395,275 15/12/2011 0.6975 03/03/2015

UK Sharesave

DirectorMaximum number of ordinary shares awardedDate of grantExercise Price per share (£)Maturity date
Mark Shuttleworth 6,545 22/04/2015 2.75 01/06/2018

US Sharesave

DirectorMaximum number of ordinary shares awardedDate of grantExercise Price per share (£)Maturity date
Mike Pulli 1,893 24/04/2014 3.39 08/06/2015
Mike Pulli 2,452 22/04/2015 2.8407 06/06/2016

3(c) Interests in Pace ordinary shares held by directors in other awards of ordinary shares

DirectorMaximum number of ordinary shares awardedDate of grantExercise Price per share (£)Expected vesting date
Allan Leighton 600,000 31/05/2011 Nil 31/05/2015

3(d) Interests of connected advisers

J.P.Morgan Limited

  InterestsShort positions
  Number%Number%
  1. Relevant securities owned and/or controlled:
Nil Nil Nil Nil
  1. Cash settled derivatives:
Nil Nil Nil Nil
  1. Stock-settled derivatives (including options) and agreements to purchase/sell:
Nil Nil Nil Nil
Total: Nil Nil Nil Nil

Jefferies International Limited

  InterestsShort positions
  Number%Number%
  1. Relevant securities owned and/or controlled:
Nil Nil Nil Nil
  1. Cash settled derivatives:
Nil Nil Nil Nil
  1. Stock-settled derivatives (including options) and agreements to purchase/sell:
Nil Nil Nil Nil
Total: Nil Nil Nil Nil

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:
   5  May 2015
Contact name:
Anthony Dixon
Telephone number:
01274 537127

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 [email protected].  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.




This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Pace plc via Globenewswire

HUG#1918920

a d v e r t i s e m e n t