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Monday 04 August, 2014

Takeover Panel

Disclosure Table

RNS Number : 2189O
Takeover Panel
04 August 2014
 



 

THE TAKEOVER PANEL - DISCLOSURE TABLE

 

04 August 2014



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



ADDITIONS



OFFEREE: Judicium Limited ( See Note 9 below)

Offer period commenced: 17:32 01-Aug-2014

10p ordinary


NSI: 1,980,967

OFFEROR: Acre 1160 Limited

Offeror identified: 17:32 01-Aug-2014

Rule 2.6 deadline: N/A

100p ordinary


NSI: 2,413



DELETIONS



OFFEREE: Tamar European Industrial Fund Limited

Offer period commenced: 07:00 16-Jun-2014

Ordinary

ISIN: GB00B1CH3174

NSI: 140,000,000

OFFEROR: Lux 30 Starlight Eur S.A.R.L.

Offeror identified: 07:00 16-Jun-2014

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OTHER AMENDMENTS



OFFEREE: Dixons Retail Plc

Offer period commenced: 09:52 24-Feb-2014

2.5p ordinary

ISIN: GB0000472455

NSI: 3,705,856,028

OFFEROR: Carphone Warehouse Group  Plc

Offeror identified: 09:52 24-Feb-2014

Rule 2.6 deadline: N/A

0.1p ordinary

ISIN: GB00B4Y7R145

NSI: 576,067,769



OFFEREE: Shire Plc

Offer period commenced: 07:00 20-Jun-2014

5p ordinary

ISIN: JE00B2QKY057

NSI: 589,538,765

ADS

ISIN: US82481R1068


OFFEROR: AbbVie Inc

Offeror identified: 07:00 20-Jun-2014

Rule 2.6 deadline: N/A

Common shares of USD 0.01 par value

ISIN: US00287Y1091

NSI: 1,592,297,442



DISCLOSURE TABLE



OFFEREE: Balfour Beatty Plc

Offer period commenced: 19:45 24-Jul-2014

50p ordinary

ISIN: GB0000961622

NSI: 689,500,087

Convertible redeemable preference shares of 1p

ISIN: GB0000978204

NSI: 111,839,795

ADR

ISIN: US05845R3066


Convertible bonds due December 2018

ISIN: XS0994825916

GBP: 252,700,000

OFFEROR: Carillion Plc

Offeror identified: 19:45 24-Jul-2014

Rule 2.6 deadline: 17:00 21-Aug-2014

50p ordinary

ISIN: GB0007365546

NSI: 430,254,629



OFFEREE: Dixons Retail Plc

Offer period commenced: 09:52 24-Feb-2014

2.5p ordinary

ISIN: GB0000472455

NSI: 3,705,856,028

OFFEROR: Carphone Warehouse Group  Plc

Offeror identified: 09:52 24-Feb-2014

Rule 2.6 deadline: N/A

0.1p ordinary

ISIN: GB00B4Y7R145

NSI: 576,067,769



OFFEREE: Empyrean Energy Plc

Offer period commenced: 07:00 10-Jul-2014

0.2p ordinary

ISIN: GB00B09G2351

NSI: 221,433,853

OFFEROR: No named offeror



OFFEREE: Green Compliance Plc

Offer period commenced: 12:00 30-Jul-2014

1p ordinary

ISIN: GB00B54DP718

NSI: 475,875,829

Warrants expire 28th January 2018


NSI: 149,504,982

Warrants expire 2nd April 2018


NSI: 8,141,494

7.5% convertible loan notes due July 2015


GBP: 200,000

12% convertible loan notes due July 2015


GBP: 550,000

OFFEROR: APC Technology Group Plc

Offeror identified: 12:00 30-Jul-2014

Rule 2.6 deadline: N/A

2p ordinary

ISIN: GB0000373984

NSI: 58,557,991



OFFEREE: Hyder Consulting Plc

Offer period commenced: 07:02 31-Jul-2014

10p ordinary

ISIN: GB0032072174

NSI: 38,919,164

OFFEROR: Arcadis UK Investments B.V. (a wholly owned subsidiary of Arcadis

N.V.)

Offeror identified: 07:02 31-Jul-2014

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Iomart Group Plc

Offer period commenced: 09:01 24-Jul-2014

1p ordinary

ISIN: GB0004281639

NSI: 106,834,803

OFFEROR: Host Europe Holdings Ltd

Offeror identified: 09:01 24-Jul-2014

Rule 2.6 deadline: 17:00 21-Aug-2014

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Judicium Limited ( See Note 9 below)

Offer period commenced: 17:32 01-Aug-2014

10p ordinary


NSI: 1,980,967

OFFEROR: Acre 1160 Limited

Offeror identified: 17:32 01-Aug-2014

Rule 2.6 deadline: N/A

100p ordinary


NSI: 2,413



OFFEREE: Kentz Corporation Limited

Offer period commenced: 11:30 23-Jun-2014

1p ordinary

ISIN: JE00B28ZGP75

NSI: 119,850,189

OFFEROR: SNC-Lavalin (GB) Limited (a wholly-owned subsidiary of SNC-Lavalin

Group Inc)

Offeror identified: 11:30 23-Jun-2014

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Max Petroleum Plc

Offer period commenced: 16:54 22-Jul-2014

0.01p ordinary

ISIN: GB00B0H1P667

NSI: 2,175,305,483

Warrants expire 8th September 2014


NSI: 4,940,000

Warrants expire 8th September 2015


NSI: 3,400,000

Warrants expire 31st December 2015


NSI: 97,624,047

OFFEROR: No named offeror



OFFEREE: Mecom Group Plc

Offer period commenced: 07:09 30-Jun-2014

60.85888p ordinary

ISIN: GB00B3P91873

NSI: 121,499,040

OFFEROR: De Persgroep Publishing N.V.

Offeror identified: 07:09 30-Jun-2014

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Mediterranean Oil & Gas Plc

Offer period commenced: 07:00 23-May-2014

1p ordinary

ISIN: GB00B0MZGF99

NSI: 431,359,913

OFFEROR: Rockhopper Exploration Plc

Offeror identified: 07:00 23-May-2014

Rule 2.6 deadline: N/A

1p ordinary

ISIN: GB00B0FVQX23

NSI: 284,735,852



OFFEREE: Shire Plc

Offer period commenced: 07:00 20-Jun-2014

5p ordinary

ISIN: JE00B2QKY057

NSI: 589,538,765

ADS

ISIN: US82481R1068


OFFEROR: AbbVie Inc

Offeror identified: 07:00 20-Jun-2014

Rule 2.6 deadline: N/A

Common shares of USD 0.01 par value

ISIN: US00287Y1091

NSI: 1,592,297,442



OFFEREE: Straight Plc

Offer period commenced: 15:49 14-Feb-2014

1p ordinary

ISIN: GB0033695486

NSI: 11,899,295

OFFEROR: One51 Plastics Holdings Limited (a wholly owned subsidiary of

One51 Plc)

Offeror identified: 15:49 14-Feb-2014

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: Synarbor Plc (See note 9 below)

Offer period commenced: 17:15 20-Jun-2014

10p ordinary

ISIN: GB00B00LM737

NSI: 45,108,095

OFFEROR: No named offeror



OFFEREE: Toye & Co Plc

Offer period commenced: 07:00 13-Jun-2014

25p ordinary

ISIN: GB0009001669

NSI: 2,248,000

OFFEROR: Bryan Toye Limited, a special purpose limited liability company

wholly controlled by Bryan Toye

Offeror identified: 07:00 13-Jun-2014

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required



OFFEREE: TUI Travel Plc

Offer period commenced: 14:01 27-Jun-2014

10p ordinary

ISIN: GB00B1Z7RQ77

NSI: 1,118,010,670

Convertible bonds due October 2014

ISIN: XS0455660216

GBP: 350,000,000

Convertible bonds due April 2017

ISIN: XS0503743949

GBP: 400,000,000

OFFEROR: TUI AG

Offeror identified: 14:01 27-Jun-2014

Rule 2.6 deadline: 17:00 19-Sep-2014

Ordinary shares

ISIN: DE000TUAG000

NSI: 281,076,004

Convertible bonds due November 2014

ISIN: DE000TUAG117

EUR: 55,999,414.30

Convertible bonds due March 2016

ISIN: DE000TUAG158

EUR: 338,944,918.24



OFFEREE: Volga Gas Plc

Offer period commenced: 15:51 05-Jun-2014

1p ordinary

ISIN: GB00B1VN4809

NSI: 81,017,800

OFFEROR: No named offeror



OFFEREE: Waterlogic Plc

Offer period commenced: 07:00 30-Jun-2014

Ordinary

ISIN: JE00B3X52W88

NSI: 77,685,136

OFFEROR: No named offeror



OFFEREE: Wolfson Microelectronics Plc

Offer period commenced: 07:00 29-Apr-2014

0.1p ordinary

ISIN: GB0033563130

NSI: 117,174,096

OFFEROR: Cirrus Logic Inc

Offeror identified: 07:00 29-Apr-2014

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 2.10 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 2.10 of the Code before 5.00 p.m. each day will be included in the final version of the Disclosure Table by 5.30 p.m. 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 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 (as defined in the Code) following the date of the relevant dealing.

 

7.

Opening Position Disclosures by the parties to and 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. A copy must also be sent to the Panel's Market Surveillance Unit by fax (+44 (0) 20 7236 7013) or by email ([email protected]).

 

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 Regulatory Information Service. 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. A copy must also be sent to the Panel's Market Surveillance Unit by fax (+44(0)20 7236 7013)or by email ([email protected]).

 

10.

The following are approved Regulatory Information Services:

 

 

Business Wire Regulatory Disclosure provided by Business Wire

+44 (0)20 7626 1982

 

Announce provided by Hugin ASA

+44 (0)870 730 0046

 

News Release Express provided by Marketwire

+44 (0)20 7220 4500

 

PR Newswire Disclose provided by PR Newswire

+44 (0)20 7454 5241

 

RNS provided by the London Stock Exchange

+44 (0)20 7797 4400

 

marCo - Market Communication Office provided by Tensid Ltd of Switzerland

+41 41 763 0050

 

DGAP IR.COCKPIT provided by EquityStory AG

+49 89 21 02 98 - 50

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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