Thursday 06 December, 2018
Takeover Panel
Disclosure Table (POTAM only)
RNS Number : 7382J Takeover Panel 06 December 2018
THE TAKEOVER PANEL - DISCLOSURE TABLE
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The following are today's changes to the Disclosure Table:
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OFFEREE: Ascent Resources plc
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Offer period commenced: 07:00 17-Apr-2018
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0.2p ordinary
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ISIN: GB00BZ16J374
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NSI: 2,291,310,686
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OFFEROR: No named offeror
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OFFEREE: Communisis plc
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Offer period commenced: 07:00 23-Oct-2018
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25p ordinary
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ISIN: GB0006683238
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NSI: 218,015,116
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OFFEROR: OSG Bidco Limited (a wholly-owned indirect subsidiary of OSG Group
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Holdings, Inc.)
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Offeror identified: 07:00 23-Oct-2018
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: Shire plc
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Offer period commenced: 10:23 28-Mar-2018
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5p ordinary
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ISIN: JE00B2QKY057
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NSI: 915,983,415
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ADR
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ISIN: US82481R1068
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OFFEROR: Takeda Pharmaceutical Company Limited
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Offeror identified: 10:23 28-Mar-2018
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Rule 2.6 deadline: N/A
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Ordinary
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ISIN: JP3463000004
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NSI: 784,275,098
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ADS
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ISIN: US8740602052
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OFFEREE: Assima plc
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Offer period commenced: 07:00 03-Dec-2018
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ordinary
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ISIN: GB00B19RTX44
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NSI: 7,601,661
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OFFEROR: PartnerOneCapital
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Offeror identified: 07:00 03-Dec-2018
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Rule 2.6 deadline: 17:00 18-Dec-2018
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: Bioquell plc
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Offer period commenced: 07:05 30-Nov-2018
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10p ordinary
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ISIN: GB0004992003
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NSI: 22,352,987
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OFFEROR: Ecolab US 2 Inc (a wholly-owned subsidiary of Ecolab Inc)
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Offeror identified: 07:05 30-Nov-2018
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: BTG plc
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Offer period commenced: 08:51 20-Nov-2018
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10p ordinary
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ISIN: GB0001001592
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NSI: 387,190,495
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ADR
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ISIN: US05581D1072
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OFFEROR: Bravo Bidco Limited (a newly incorporated entity indirectly
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wholly-owned by Boston Scientific Corporation)
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Offeror identified: 08:51 20-Nov-2018
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: Communisis plc
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Offer period commenced: 07:00 23-Oct-2018
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25p ordinary
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ISIN: GB0006683238
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NSI: 218,015,116
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OFFEROR: OSG Bidco Limited (a wholly-owned indirect subsidiary of OSG Group
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Holdings, Inc.)
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Offeror identified: 07:00 23-Oct-2018
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: esure Group plc
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Offer period commenced: 11:01 13-Aug-2018
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1/12p ordinary
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ISIN: GB00B8KJH563
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NSI: 419,671,084
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OFFEROR: Blue (BC) Bidco Limited (a wholly-owned subsidiary of funds
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advised by Bain Capital Private Equity, LP and its affiliates)
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Offeror identified: 11:01 13-Aug-2018
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: Faroe Petroleum plc
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Offer period commenced: 07:07 26-Nov-2018
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10p ordinary
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ISIN: GB0033032904
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NSI: 372,889,693
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OFFEROR: DNO ASA
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Offeror identified: 07:07 26-Nov-2018
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: Flybe Group plc
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Offer period commenced: 07:03 14-Nov-2018
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1p ordinary
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ISIN: GB00B4QMVR10
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NSI: 216,656,776
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OFFEROR: Virgin Atlantic Airways Limited
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Offeror identified: 11:44 23-Nov-2018
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: French Connection Group plc
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Offer period commenced: 17:29 06-Oct-2018
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1p ordinary
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ISIN: GB0033764746
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NSI: 96,612,934
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OFFEROR: No named offeror
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OFFEREE: GBGI Limited
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Offer period commenced: 16:45 05-Nov-2018
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USD 1 ordinary
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ISIN: GG00BYQFSK24
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NSI: 86,964,195
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OFFEROR: Elm Bidco, L.P. (a Cayman Island exempted limited partnership that
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is controlled by affiliates of Further Global Capital Management, L.P.)
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Offeror identified: 16:45 05-Nov-2018
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: Global Graphics plc
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Offer period commenced: 07:00 13-Nov-2018
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Disclosure of dealings and positions in this offeree is not required
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OFFEROR: Congra Software Sarl
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Offeror identified: 07:00 13-Nov-2018
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: Jardine Lloyd Thompson Group plc
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Offer period commenced: 07:30 18-Sep-2018
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5p ordinary
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ISIN: GB0005203376
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NSI: 219,037,876
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OFFEROR: MMC Treasury Holdings (UK) Limited (a wholly-owned subsidiary of
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Marsh & McLennan Companies, Inc.)
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Offeror identified: 07:30 18-Sep-2018
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: Lonmin plc
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Offer period commenced: 07:00 14-Dec-2017
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USD 0.0001 ordinary
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ISIN: GB00BYSRJ698
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NSI: 282,784,288
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ADR
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ISIN: US54336Q3020
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OFFEROR: Sibanye Gold Limited (trading as Sibanye-Stillwater)
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Offeror identified: 07:00 14-Dec-2017
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Rule 2.6 deadline: N/A
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Ordinary NPV
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ISIN: ZAE000173951
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NSI: 2,266,260,491
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ADR
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ISIN: US8257242060
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Convertible Bond 2023
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ISIN: XS1689727920
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USD: 384,000,000
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OFFEREE: NetScientific plc
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Offer period commenced: 15:00 26-Nov-2018
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5p ordinary
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ISIN: GB00B9F4MT28
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NSI: 78,561,866
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OFFEROR: No named offeror
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OFFEREE: Randgold Resources Limited
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Offer period commenced: 07:00 24-Sep-2018
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USD 0.05 ordinary
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ISIN: GB00B01C3S32
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NSI: 94,421,824
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ADS
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ISIN: US7523443098
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OFFEROR: Barrick Gold Corporation
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Offeror identified: 07:00 24-Sep-2018
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Rule 2.6 deadline: N/A
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common
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ISIN: CA0679011084
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NSI: 1,167,593,272
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OFFEREE: Rangers International Football Club plc (See Note 9 below)
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Offer period commenced: 11:39 13-Mar-2017
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1p ordinary
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ISIN: GB00B90T9Z75
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NSI: 144,625,338
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OFFEROR: Laird Investments (Proprietary) Limited
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Offeror identified: 11:39 13-Mar-2017
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Rule 2.6 deadline: N/A
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: Realm Therapeutics plc
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Offer period commenced: 07:00 17-Sep-2018
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10p ordinary
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ISIN: GB00B3XBCR18
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NSI: 116,561,917
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OFFEROR: No named offeror
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OFFEREE: RPC Group plc
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Offer period commenced: 07:00 10-Sep-2018
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5p ordinary
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ISIN: GB0007197378
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NSI: 406,430,775
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OFFEROR: Apollo Global Management
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Offeror identified: 07:00 10-Sep-2018
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Rule 2.6 deadline: 17:00 21-Dec-2018
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Disclosure of dealings and positions in this offeror is not required
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OFFEREE: Science Group plc
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Offer period commenced: 07:01 21-Sep-2018
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1p ordinary
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ISIN: GB00B39GTJ17
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NSI: 40,045,027
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OFFEROR: No named offeror
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OFFEREE: Shire plc
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Offer period commenced: 10:23 28-Mar-2018
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5p ordinary
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ISIN: JE00B2QKY057
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NSI: 915,983,415
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ADR
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ISIN: US82481R1068
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OFFEROR: Takeda Pharmaceutical Company Limited
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Offeror identified: 10:23 28-Mar-2018
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Rule 2.6 deadline: N/A
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Ordinary
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ISIN: JP3463000004
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NSI: 784,275,098
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ADS
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ISIN: US8740602052
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1.
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Rule 8 of the Takeover Code (the "Code") sets out the circumstances in which Dealing Disclosures and/or Opening Position Disclosures are required to be made by the parties to an offer, persons acting in concert with them, persons with an interest in relevant securities of 1% or more and exempt principal traders ("EPTs") connected with the parties to an offer.
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2.
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Where an offeror is marked "Disclosure of dealings and positions in this offeror is not required", dealings and positions in relevant securities of that offeror are not required to be disclosed under Rule 8. This is either because it has been announced that the offer or possible offer is, or is likely to be, solely in cash or because disclosure is not required for some other reason.
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3.
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Dealings and positions required to be disclosed under Rule 8 of the Code include dealings and positions in derivatives referenced to, and options in respect of, relevant securities of an offeree company and, where appropriate, an offeror (see Note 2 above).
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4.
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The information set out in the Disclosure Table relating to the relevant securities in issue of an offeree company or of an offeror (and any amendments thereto) has been extracted from the relevant announcement made by such company under Rule 2.9 of the Code. Similarly, details of any deadline set under Rule 2.6 by which a potential offeror must announce either a firm intention to make a bid or that it does not intend to make an offer (or, in the case of Rule 2.6(a), by which the Panel must consent to an extension of the deadline) has been extracted from the relevant announcement made by the offeree company.
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5.
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Additions and deletions of offeree companies and offerors are reflected in the Disclosure Table throughout the day, following the relevant announcement. Other amendments may also be made throughout the day. In any event, details of the classes of relevant securities issued by an offeree or offeror company, the number of such securities in issue ("NSI") and the International Securities Identification Number ("ISIN") of such securities announced under Rule 2.9 of the Code before 5.00 pm each day will be included in the final version of the Disclosure Table by 5.30 pm that day. The final version of the Disclosure Table issued each day will be marked "Final" and persons required to make Dealing Disclosures and Opening Position Disclosures are advised to use that final version. Any changes to a potential offeror's Rule 2.6 deadline will also be reflected in the "Final" version of the Disclosure Table, although any such changes will not be shown in the "Amendments" section at the top of the Disclosure Table.
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6.
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Dealing Disclosures by the parties to an offer, persons acting in concert with them and connected EPTs must be made by no later than 12 noon on the business day (as defined in the Code) following the date of the relevant dealing and Dealing Disclosures by persons with an interest in relevant securities of 1% or more must be made by 3.30 pm on the business day following the date of the relevant dealing.
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7.
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Opening Position Disclosures by the parties to an offer and by connected EPTs must be made by no later than 12 noon on the 10th business day after the commencement of the offer period or the announcement that first identifies an offeror (as the case may be). Where required, Opening Position Disclosures by persons with interests in relevant securities of 1% or more must be made by no later than 3.30 pm on the 10th business day after the commencement of the offer period or the announcement that first identifies an offeror (as the case may be). Details of the time and date at which an offer period commenced and at which an offeror was first identified are set out in the Disclosure Table. In order to calculate the deadline for Opening Position Disclosures, it is therefore necessary to count forward 10 business days from the relevant date.
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8.
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Opening Position Disclosures and Dealing Disclosures required under Rule 8 of the Code must be made to a Regulatory Information Service ("RIS").
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9.
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This Note is applicable if it says "See Note 9 below" by the name of the company in the Disclosure Table above. The Executive has granted the company a dispensation from the requirements under the Code that announcements must be published via a RIS. The company is instead required to publish all announcements on its website. The Executive has also granted a dispensation from Note 3 on Rule 8 of the Code that disclosures made under Rule 8 of the Code must be made to a RIS. Therefore, Opening Position Disclosures and Dealing Disclosures required under Rule 8 of the Code may be made to the company at the address stated in the announcement that commenced the offer period.
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10.
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The following are approved Regulatory Information Services:
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Business Wire Regulatory Disclosure provided by Business Wire
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+44 (0)20 7626 1982
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ONE, provided by NASDAQ OMX Corporate Services
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+44 (0)20 3753 2366
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News Release Express provided by Marketwire
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+44 (0)20 7220 4500
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PR Newswire Disclose provided by PR Newswire
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+44 (0)20 7454 5110
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RNS provided by the London Stock Exchange
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+44 (0)20 7797 4400
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marCo - Market Communication Office provided by Tensid Ltd of Switzerland
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+41 41 763 0050
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EQS IR.COCKPIT provided by EquityStory AG
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+49 89 21 02 98 - 50
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This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com. END TABFSIFWMFASEFE
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