TIDMCAE
RNS Number : 4775P
Charteris PLC
01 October 2013
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 CHARTERIS PLC
offer making the disclosure:
(b) Owner or controller of interests N/A
and short positions disclosed, if
different from 1(a):
The naming of nominee or vehicle
companies is insufficient
--------------
(c) Name of offeror/offeree in relation CHARTERIS PLC
to whose relevant securities this
form relates:
Use a separate form for each party
to the offer
--------------
(d) Is the party to the offer making OFFEREE
the disclosure the offeror or the
offeree?
--------------
(e) Date position held: 1 OCTOBER 2013
--------------
(f) Has the party previously disclosed, NO
or is it today disclosing, under
the Code in respect of any other
party to this offer?
--------------
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: CHARTERIS PLC SHARES OF 1 P EACH
Interests Short positions
------------------- -----------------
Number % Number %
----------- ------ ---------- -----
(1) Relevant securities NIL N/A NIL N/A
owned and/or controlled:
----------- ------ ---------- -----
(2) Derivatives (other NIL N/A NIL N/A
than options):
----------- ------ ---------- -----
(3) Options and agreements NIL N/A NIL N/A
to purchase/sell:
----------- ------ ---------- -----
NIL N/A NIL N/A
TOTAL:
----------- ------ ---------- -----
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 NIL
in relation to which subscription
right exists:
Details, including nature N/A
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):
N/A
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:
SEE BELOW
Options to subscribe
Number of Ordinary Percentage of for Charteris
Director of Charteris Shares held Issued Share Capital Ordinary Shares
------------------ --------------------- --------------------
STEPHEN WILLIAM
VAUGHAN NIL N/A 2,500,000
------------------ --------------------- --------------------
DAVID WILLIAM MANN
(Note 1) 7,864,431 15.65% NIL
------------------ --------------------- --------------------
LANCE DAVID CHRISTOPHER
REES 6,622,211 13.18% NIL
------------------ --------------------- --------------------
ALLAN BARR 166,667 0.33% 1,100,000
------------------ --------------------- --------------------
All Directors of
Charteris as trustees
of the Charteris
Employee Benefit
Trust
------------------ --------------------- --------------------
CHARTERIS LIMITED
GENERAL EMPLOYEE
BENEFIT TRUST as
NORTRUST NOMINEES 2,316,881 4.61% NIL
------------------ --------------------- --------------------
Former Director
of Charteris
------------------ --------------------- --------------------
CLIFF PREDDY (Note
2) 11,260,431 22.41% NIL
------------------ --------------------- --------------------
Note 1: David William Mann's holding includes 1,898,220 Ordinary
Shares, representing 3.78% of the Issued Share Capital of
Charteris, that are held by his wife, Gillian Mary Mann.
Note 2: Cliff Preddy's holding includes 3,600,000 Ordinary
Shares, representing 7.16% of the Issued Share Capital of
Charteris, in respect of which Cliff Preddy acts as trustee without
beneficial interest for his wife, Jill Preddy.
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).
Class of Relevant Number of securities Exercise price Grant Date Expiry Date
Security - to which option
Charteris Ord. or derivative
Share relates
-------------------- -------------------- -------------- ------------- -------------
ALLAN BARR 11 DECEMBER 11 DECEMBER
(DIRECTOR) 400,000 1p 2009 2019
-------------------- -------------- ------------- -------------
ALLAN BARR
(DIRECTOR) 700,000 1p 13 MARCH 2012 12 MARCH 2022
-------------------- -------------- ------------- -------------
STEPHEN WILLIAM
VAUGHAN (DIRECTOR) 2,500,000 1p 29 JULY 2013 31 JULY 2023
-------------------- -------------- ------------- -------------
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: 1 OCTOBER 2013
Contact name: STEPHEN VAUGHAN
---------------
Telephone number: 07917 406461
---------------
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 monitoring@disclosure.org.uk. 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
The company news service from the London Stock Exchange
END
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