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Pilat Media Global (PGB)

  Print          Annual reports

Thursday 16 January, 2014

Pilat Media Global

Form 8 (OPD) SintecMedia Software Ltd.

RNS Number : 8267X
Pilat Media Global PLC
16 January 2014
 



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:

SINTEC MEDIA SOFTWARE LTD

 

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

     The naming of nominee or vehicle companies is insufficient

SINTECMEDIA LTD

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

     Use a separate form for each party to the offer

PILAT MEDIA GLOBAL PLC

(d) Is the party to the offer making the disclosure the offeror or the offeree?

JOINT OFFEROR

(e) Date position held:

16 JANUARY 2014

(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:

 

Ordinary Shares of 5p each

 

 

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:

 

Nil


 

Nil


 

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:

Nil

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):

 

Name of Pilat shareholder giving the undertaking

Number of Pilat Shares in respect of which the undertaking is given

Approximate percentage of Pilat's existing issued share capital

Pilat Directors

Michael Rosenberg

198,000

0.32

Avi Engel

2,202,102

3.52

Martin Blair

68,500

0.11

Samuel Sattath

3,111,993

4.98

Or Elovitch

92,250

0.15

Alex Rabinovitch

1,813,1001

2.90

Other Pilat Shareholders

Eurocom Investments LP

12,186,360

19.49

Eurocom Holdings (1979) Ltd

238,107

0.38

Michael Zuckerman

2,440,991

3.90

Benjamin Moneta

1,137,864

1.82

Ronnie Erlichman

1,415,000

2.26

Total

24,904,267

39.83

 

1 The irrevocable undertaking provided by Alex Rabinovitch includes reference to 12,186,360 Pilat Shares in the name of Eurocom Investments LP who, themselves, have provided an irrevocable undertaking in respect of such Pilat Shares.

 

 

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:

 

SintecMedia Ltd, which owns 100% of Sintec Media Software Ltd, has an interest over 14,210,782 ordinary shares in Pilat Media Global plc, representing 22.7% of the total issued share capital.

 

 

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:

16 January 2014

Contact name:

Liam Murray / Avi Robinson

Telephone number:

020 7148 7900

 

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 dealing disclosure requirements on +44 (0)20 7638 0129.

 

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

 


This information is provided by RNS
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