TIDMGLAN

RNS Number : 3873F

Glantus Holdings PLC

07 July 2023

Ap9

APPENDIX 3

DISCLOSURE FORMS

FORM 8.1(a) & (b)

(Opening Position Disclosure)

IRISH TAKEOVER PANEL

OPENING POSITION DISCLOSURE UNDER RULE 8.1(a) AND (b) OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2022 BY AN OFFEROR OR AN OFFEREE

   1.             KEY INFORMATION 
 
 (a) Full name of discloser:                                                                      Glantus Holdings plc 
       (b) Owner or controller of interests and short positions disclosed, if different from      N/A 
       1(a): 
 
       The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), 
       settlor and beneficiaries must be named. 
                                                                                                 --------------------- 
       (c) Name of offeror/offeree in relation to whose relevant securities this form relates:    Glantus Holdings plc 
 
        Use a separate form for each offeror/offeree 
                                                                                                 --------------------- 
 (d) Is the discloser the offeror or the offeree?                                                 OFFEREE 
                                                                                                 --------------------- 
       (e) Date position held:                                                                    4 July 2023 
 
        The latest practicable date prior to the disclosure 
                                                                                                 --------------------- 
       (f) In addition to the company in 1(c) above, is the discloser also making disclosures     N/A 
       in 
       respect of any other party to the offer? 
 
       If it is a cash offer or possible cash offer, state "N/A" 
                                                                                                 --------------------- 
 
   2.             INTERESTS AND SHORT POSITIONS 

If there are interests and positions to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2 for each additional class of relevant security.

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Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates (Note 1)

 
 Class of relevant security: (Note 2) 
                                                                                       Interests    Short positions 
                                                                                      -----------  ----------------- 
                                                                                       Number   %     Number      % 
                                                                                      --------     ------------- 
 (1) Relevant securities owned and/or controlled:                                       Nil     -       Nil       - 
                                                                                      --------     ------------- 
 (2) Cash-settled derivatives:                                                          Nil     -       Nil       - 
                                                                                      --------     ------------- 
 (3) Stock-settled derivatives (including options) and agreements to purchase/ sell:    Nil     -       Nil       - 
                                                                                      --------     ------------- 
 Total:                                                                                 Nil     -       Nil       - 
                                                                                      --------     ------------- 
 

All interests and all short positions should be disclosed.

Details of options including rights to subscribe for new securities and any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8.

3. INTERESTS AND SHORT POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY MAKING THE DISCLOSURE

 
 Details of any interests and short positions (including directors' and other employee options) 
  of any person acting in concert with the party making the disclosure: 
  Name                 Number of      % of total 
                         Ordinary       issued 
                         Shares held    share capital 
   Barry Townsley,      -              - 
    Non-Executive 
    Chairman 
                       -------------  --------------- 
   Maurice Healy, 
    Chief Executive 
    Officer             12,835,243     25.10 
                       -------------  --------------- 
   Geoff Keating, 
    Chief Technology 
    Officer             4,592,265      8.98 
                       -------------  --------------- 
   Tom Price,           -              - 
    Non-Executive 
    Director 
                       -------------  --------------- 
   Thomas Brooke,       -              - 
    Non-Executive 
    Director 
                       -------------  --------------- 
 
 
  No share options were in place for any person acting in concert with the Company including 
  Executive Directors and Non-Executive Directors. 
 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8.

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   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: 
 
 Irrevocable commitments and letters of intent should not be included. If there are no such 
  agreements, arrangements or understandings, state "none" 
 None 
 
   (b)           Agreements, arrangements or understandings relating to options or derivatives 
 
 Full details of any agreement, arrangement or understanding between the person disclosing 
  and any other person relating to the voting rights of any relevant securities under any option 
  referred to on this form or relating to the voting rights or future acquisition or disposal 
  of any relevant securities to which any derivative referred to on this form is referenced. 
  If none, this should be stated. 
 None 
 
   (c)           Attachments 
 
 Is a Supplemental Form 8 attached?   NO 
 
 
 
 Date of disclosure:    7 July 2023 
 Contact name:         Maurice Healy, Chief Executive Officer 
                       -------------------------------------- 
 Telephone number:     + 353 862677800 
                       -------------------------------------- 
 

Public disclosures under Rule 8.1 of the Rules must be made to a Regulatory Information Service.

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NOTES ON FORM 8.1(a) and (b)

1. See the definition of "interest in a relevant security" in Rule 2.5 of Part A of the Rules and see Rule 8.6(a) of Part B of the Rules.

   2.             See the definition of "relevant securities" in Rule 2.1 of Part A of the Rules. 

3. If details included in a disclosure under Rule 8 are incorrect, they should be corrected as soon as practicable in a subsequent disclosure. Such disclosure should state clearly that it corrects details disclosed previously, identify the disclosure or disclosures being corrected, and provide sufficient detail for the reader to understand the nature of the corrections. In the case of any doubt, the Panel should be consulted.

For full details of disclosure requirements, see Rule 8 of the Rules. If in doubt, consult the Panel.

References in these notes to "the Rules" are to the Irish Takeover Panel Act, 1997, Takeover Rules, 2022.

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END

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