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Friday 08 November, 2019

Takeover Panel

Disclosure Table (POTAM only)

RNS Number : 8721S
Takeover Panel
08 November 2019
 

 

THE TAKEOVER PANEL - DISCLOSURE TABLE

 

08 November 2019 - FINAL



The following are today's changes to the Disclosure Table:



ADDITIONS



OFFEREE: Charles Taylor plc

Offer period commenced: 07:00 19-Sep-2019

1p ordinary

ISIN: GB0001883718

NSI: 77,917,370

OFFEROR: Unnamed offeror

Offeror identified: 07:00 08-Nov-2019

Rule 2.6 deadline: to be determined

Disclosure of dealings and positions in this offeror is not required



DELETIONS



None



OTHER AMENDMENTS



OFFEREE: Eland Oil & Gas plc

Offer period commenced: 07:00 15-Oct-2019

10p ordinary

ISIN: GB00B8HHWX64

NSI: 215,661,789

OFFEROR: Seplat Petroleum Development Company plc

Offeror identified: 07:00 15-Oct-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



DISCLOSURE TABLE



OFFEREE: accesso Technology Group plc

Offer period commenced: 13:15 24-Jul-2019

1p ordinary

ISIN: GB0001771426

NSI: 27,569,848

OFFEROR: No named offeror



OFFEREE: Amerisur Resources plc

Offer period commenced: 09:30 19-Jul-2019

0.1p ordinary

ISIN: GB0032087826

NSI: 1,215,467,768

OFFEROR: Etablissements Maurel & Prom S.A.

Offeror identified: 07:00 22-Jul-2019

Rule 2.6 deadline: N/A

EUR 0.77 ordinary

ISIN: FR0000051070

NSI: 195,975,896



OFFEREE: Brady plc

Offer period commenced: 17:23 14-Oct-2019

1p ordinary

ISIN: GB00B0188P35

NSI: 83,363,581

OFFEROR: Hanover Acquisition Limited (an investment vehicle ultimately

owned by the Hanover Active Equity Fund II, S.C.A. SICAV-RAIF)

Offeror identified: 17:23 14-Oct-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Capital & Counties Properties plc

Offer period commenced: 07:00 21-Oct-2019

25p ordinary

ISIN: GB00B62G9D36

NSI: 854,083,490

OFFEROR: A consortium led by Candy Ventures Sarl

Offeror identified: 07:00 21-Oct-2019

Rule 2.6 deadline: 17:00 18-Nov-2019

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Capital & Regional plc

Offer period commenced: 07:00 11-Sep-2019

1p ordinary

ISIN: GB0001741544

NSI: 726,389,117

OFFEROR: Growthpoint Properties Limited

Offeror identified: 07:00 11-Sep-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Carpetright plc

Offer period commenced: 07:00 31-Oct-2019

1p ordinary

ISIN: GB0001772945

NSI: 303,787,164

OFFEROR: Meditor European Master Fund Limited

Offeror identified: 07:00 31-Oct-2019

Rule 2.6 deadline: 17:00 28-Nov-2019

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Charles Taylor plc

Offer period commenced: 07:00 19-Sep-2019

1p ordinary

ISIN: GB0001883718

NSI: 77,917,370

OFFEROR: Jewel Bidco Limited (a company formed on behalf of funds advised

by Lovell Minnick Partners LLC and its affiliates)

Offeror identified: 07:00 19-Sep-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

OFFEROR: Unnamed offeror

Offeror identified: 07:00 08-Nov-2019

Rule 2.6 deadline: to be determined

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Cobham plc

Offer period commenced: 07:00 25-Jul-2019

2.5p ordinary

ISIN: GB00B07KD360

NSI: 2,391,009,391

100p preference

ISIN: GB0003430401

NSI: 19,700

OFFEROR: AI Convoy Bidco Limited (an indirect subsidiary of funds managed

by Advent International Corporation)

Offeror identified: 07:00 25-Jul-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Eddie Stobart Logistics plc

Offer period commenced: 07:00 09-Sep-2019

1p ordinary

ISIN: GB00BD8QVC95

NSI: 379,347,372

OFFEROR: DBAY Advisors Limited

Offeror identified: 07:00 09-Sep-2019

Rule 2.6 deadline: 17:00 13-Nov-2019

Disclosure of dealings and positions in this offeror is not required

OFFEROR: Wincanton plc

Offeror identified: 07:00 18-Oct-2019

Rule 2.6 deadline: 17:00 15-Nov-2019

10p ordinary

ISIN: GB0030329360

NSI: 124,543,670



OFFEREE: Ei Group plc

Offer period commenced: 07:00 18-Jul-2019

2.5p ordinary

ISIN: GB00B1L8B624

NSI: 437,910,075

OFFEROR: Stonegate Pub Company Bidco Limited (a wholly-owned subsidiary of

Stonegate Pub Company Limited)

Offeror identified: 07:00 18-Jul-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Eland Oil & Gas plc

Offer period commenced: 07:00 15-Oct-2019

10p ordinary

ISIN: GB00B8HHWX64

NSI: 215,661,789

OFFEROR: Seplat Petroleum Development Company plc

Offeror identified: 07:00 15-Oct-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Elegant Hotels Group plc

Offer period commenced: 07:00 18-Oct-2019

1p ordinary

ISIN: GB00BWXSNY91

NSI: 88,815,789

OFFEROR: International Hotel Licensing Company Sarl (a wholly-owned

indirect subsidiary of Marriott International, Inc.)

Offeror identified: 07:00 18-Oct-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: French Connection Group plc

Offer period commenced: 17:29 06-Oct-2018

1p ordinary

ISIN: GB0033764746

NSI: 96,612,934

OFFEROR: No named offeror



OFFEREE: Getmapping plc

Offer period commenced: 12:17 14-Oct-2019

0.3p ordinary


NSI: 34,641,945

OFFEROR: No named offeror



OFFEREE: Inmarsat plc

Offer period commenced: 18:38 19-Mar-2019

EUR 0.0005 ordinary

ISIN: GB00B09LSH68

NSI: 463,580,610

Convertible Bond

ISIN: XS1486508887

USD: 650,000,000

OFFEROR: Connect Bidco Limited owned by a consortium of funds advised by

Apax Partners LLP; funds advised by Warburg Pincus or its affiliates; Canada Pension Plan Investment Board and Ontario Teachers' Pension Plan

Offeror identified: 18:38 19-Mar-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Just Eat plc

Offer period commenced: 15:59 27-Jul-2019

1p ordinary

ISIN: GB00BKX5CN86

NSI: 682,716,433

OFFEROR: Takeaway.com N.V.

Offeror identified: 15:59 27-Jul-2019

Rule 2.6 deadline: N/A

EUR 0.04

ISIN: NL0012015705

NSI: 61,199,838

Convertible Bond

ISIN: XS1940192039

EUR: 250,000,000

OFFEROR: MIH Food Delivery Holdings B.V (a wholly-owned indirect subsidiary

of Prosus N.V.)

Offeror identified: 09:01 22-Oct-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Leicester Football Club plc (See Note 9 below)

Offer period commenced: 07:00 25-Jun-2019

10p ordinary


NSI: 13,591,061

Convertible Loan Note 2019

ISIN: GB00B4K0JK01

NSI: 305,000

Convertible Loan Note 2019 Second Series

ISIN: GB00B3XTJ521

NSI: 157,500

OFFEROR: No named offeror



OFFEREE: Low & Bonar plc

Offer period commenced: 17:30 20-Sep-2019

5p ordinary

ISIN: GB0005363014

NSI: 689,756,295

OFFEROR: FV Beteiligungs-GmbH (a wholly-owned subsidiary of Freudenberg SE)

Offeror identified: 17:30 20-Sep-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Miton Group plc

Offer period commenced: 07:00 04-Sep-2019

0.1p ordinary

ISIN: GB00B01WR582

NSI: 172,635,411

OFFEROR: Premier Asset Management Group plc

Offeror identified: 07:00 04-Sep-2019

Rule 2.6 deadline: N/A

0.02p ordinary

ISIN: GB00BZB2KR63

NSI: 105,801,310



OFFEREE: Murgitroyd Group plc

Offer period commenced: 07:05 15-Oct-2019

10p ordinary

ISIN: GB0031067456

NSI: 9,009,347

OFFEROR: Project Petra Bidco Limited (an entity indirectly controlled by

funds managed by Sovereign Capital Partners LLP)

Offeror identified: 07:05 15-Oct-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Nanoco Group plc

Offer period commenced: 07:00 05-Nov-2019

10p ordinary

ISIN: GB00B01JLR99

NSI: 286,207,024

OFFEROR: No named offeror



OFFEREE: Netalogue Technologies plc

Offer period commenced: 14:35 04-Nov-2019

1p ordinary

ISIN: GB0030196611

NSI: 48,746,333

OFFEROR: TrueCommerce Holdings Limited

Offeror identified: 14:35 04-Nov-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Nostrum Oil & Gas plc

Offer period commenced: 07:00 24-Jun-2019

1p ordinary

ISIN: GB00BGP6Q951

NSI: 188,182,958

OFFEROR: No named offeror



OFFEREE: Proactis Holdings plc

Offer period commenced: 07:00 29-Jul-2019

10p ordinary

ISIN: GB00B13GSS58

NSI: 95,218,796

OFFEROR: No named offeror



OFFEREE: Sophos Group plc

Offer period commenced: 07:00 14-Oct-2019

3p ordinary

ISIN: GB00BYZFZ918

NSI: 488,687,548

OFFEROR: Surf Buyer Limited (a company owned by funds managed and/or

advised by Thoma Bravo, LLC)

Offeror identified: 07:00 14-Oct-2019

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



Notes:

 

1.

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.

 

2.

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.

 

3.

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).

 

4.

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.

 

5.

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.

 

6.

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.

 

7.

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.

 

8.

Opening Position Disclosures and Dealing Disclosures required under Rule 8 of the Code must be made to a Regulatory Information Service ("RIS").

 

9.

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.

 

10.

The following are approved Regulatory Information Services:



Business Wire Regulatory Disclosure provided by Business Wire

+44 (0)20 7626 1982


GlobeNewswire provided by West Digital Media Solutions

+44 (0)20 3753 2071


PR Newswire Disclose provided by PR Newswire

+44 (0)20 7454 5110


RNS provided by the London Stock Exchange

+44 (0)20 7797 4400


EQS IR.COCKPIT provided by EquityStory AG

+49 89 21 02 98 - 50

 


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.
 
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