REG - Avingtrans PLC - Ammended Form 8 (OPD) - Avingtrans Plc <Origin Href="QuoteRef">AVG.L</Origin>

AvingtransAnnouncement

07/04/2017 17:05

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RNS Number : 9833B
Avingtrans PLC
07 April 2017 
 
AMENDMENT 
 
An amendment has been made to Section 3 of the "FORM 8 (OPD)" announcement
released on 6 April 2017 at 15:09 under RNS No. 8410B relating to the
interests of the directors. 
 
All other details remain unchanged. The full amended text is shown below. 
 
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) Full name of discloser:                                                                                                                                                                                                         Avingtrans plc  
 (b) Owner or controller of interests and short positions disclosed, if different from 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:     Use a separate form for each offeror/offeree                                                                                            Avingtrans plc  
 (d) Is the discloser the offeror or the offeree?                                                                                                                                                                                    OFFEROR         
 (e) Date position held:     The latest practicable date prior to the disclosure                                                                                                                                                     5 April 2017    
 (f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?      If it is a cash offer or possible cash offer, state "N/A"                                       NO              
 
 
2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE 
 
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. 
 
(a)        Interests and short positions in the relevant securities of the
offeror or offeree to which the disclosure relates 
 
 Class of relevant security:                                                                    
                                                                                     Interests  Short positions  
 Number                                                                              %          Number           %    
 (1) Relevant securities owned and/or controlled:                                    Nil        Nil              Nil  Nil  
 (2) Cash-settled derivatives:                                                       Nil        Nil              Nil  Nil  
 (3) Stock-settled derivatives (including options) and agreements to purchase/sell:  Nil        Nil              Nil  Nil  
 TOTAL:                                                                              Nil        Nil              Nil  Nil  
 
 
All interests and all short positions should be disclosed. 
 
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 (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 in relation to which subscription right exists:   N/A  
 Details, including nature of the rights concerned and relevant percentages:  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 (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:                                                                                                                                                                                                                                                                                                                          
 INTERESTS OF THE DIRECTORS OF AVINGTRANS PLC IN AVINGTRANS PLC ORDINARY SHARES:  Name No. of ordinary shares held Percentage of ordinary shares held Roger McDowell (Chairman) 1,406,409 7.34 Steve McQuillan (CEO)(1) 225,000 1.17 Stephen King (CFO)(2) 180,248 0.94 Graham Thornton (Non-executive Director) 20,000 0.10  (1) This includes 211,462 ordinary shares held by Steve McQuillan's wife, Sheena McQuillan(2) This includes 138,772 ordinary shares held by Stephen King's wife, Helen King. INTERESTS OF THE      
 DIRECTORS OF AVINGTRANS PLC IN OPTIONS OVER AVINGTRANS PLC SHARES:  Director Number of options in respect of ordinary shares Note Exercise price (p) Exercise period Percentage of ordinary shares (%) (to 2d.p.) Steve McQuillan (CEO)                95,000  (3) 176 23/12/2016 to 22/12/2023 0.50 Steve McQuillan (CEO)              100,000  (3) 111 11/12/2017 to 10/12/2024 0.52 Steve McQuillan (CEO)              434,750  (3) 193 22/12/2020 to 21/12/2026 2.27 Steve McQuillan (CEO)             15,250  193          
 22/12/2020 to 21/12/2026 0.08 Stephen King (CFO)            39,733  39.5 25/9/2013to 24/9/2020 0.21 Stephen King (CFO)                 84,000  (3) 176 23/12/2016 to 22/12/2023 0.44 Stephen King (CFO)                75,000  (3) 111 11/12/2017 to 10/12/2024 0.39 Stephen King (CFO)               314,750  (3) 193 22/12/2020 to 21/12/2026 1.64 Stephen King (CFO)                 15,250  193 22/12/2020 to 21/12/2026 0.08  (3) Included in RBC CEES Trustee Limited disclosure below due to being part of joint         
 ownership arrangements INTERESTS OF THOSE PERSONS PRESUMED TO BE ACTING IN CONCERT WITH AVINGTRANS PLC:  Name No. of ordinary shares held Percentage of ordinary shares held RBC CEES Trustee Limited(4) 1,393,250 7.27  (4) These shares are held on trust on behalf of the Avingtrans Employees' Share Trust                                                                                                                                                                                                                  
 
 
 Name                                      No. of ordinary shares held  Percentage of ordinary shares held  
 Roger McDowell (Chairman)                 1,406,409                    7.34                                
 Steve McQuillan (CEO)(1)                  225,000                      1.17                                
 Stephen King (CFO)(2)                     180,248                      0.94                                
 Graham Thornton (Non-executive Director)  20,000                       0.10                                
 
 
(1) This includes 211,462 ordinary shares held by Steve McQuillan's wife,
Sheena McQuillan(2) This includes 138,772 ordinary shares held by Stephen
King's wife, Helen King. INTERESTS OF THE DIRECTORS OF AVINGTRANS PLC IN
OPTIONS OVER AVINGTRANS PLC SHARES: 
 
 Director               Number of options in respect of ordinary shares  Note  Exercise price (p)  Exercise period           Percentage of ordinary shares (%) (to 2d.p.)  
 Steve McQuillan (CEO)  95,000                                           (3)   176                 23/12/2016 to 22/12/2023  0.50                                          
 Steve McQuillan (CEO)  100,000                                          (3)   111                 11/12/2017 to 10/12/2024  0.52                                          
 Steve McQuillan (CEO)  434,750                                          (3)   193                 22/12/2020 to 21/12/2026  2.27                                          
 Steve McQuillan (CEO)  15,250                                                 193                 22/12/2020 to 21/12/2026  0.08                                          
 Stephen King (CFO)     39,733                                                 39.5                25/9/2013to 24/9/2020     0.21                                          
 Stephen King (CFO)     84,000                                           (3)   176                 23/12/2016 to 22/12/2023  0.44                                          
 Stephen King (CFO)     75,000                                           (3)   111                 11/12/2017 to 10/12/2024  0.39                                          
 Stephen King (CFO)     314,750                                          (3)   193                 22/12/2020 to 21/12/2026  1.64                                          
 Stephen King (CFO)     15,250                                                 193                 22/12/2020 to 21/12/2026  0.08                                          
 
 
(3) Included in RBC CEES Trustee Limited disclosure below due to being part of
joint ownership arrangements INTERESTS OF THOSE PERSONS PRESUMED TO BE ACTING
IN CONCERT WITH AVINGTRANS PLC: 
 
 Name                         No. of ordinary shares held  Percentage of ordinary shares held  
 RBC CEES Trustee Limited(4)  1,393,250                    7.27                                
 
 
(4) These shares are held on trust on behalf of the Avingtrans Employees'
Share Trust 
 
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 (Open Positions). 
 
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: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 
 
 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:  6 April 2017   
 Contact name:        Stephen King   
 Telephone number:    01354 692 391  
 
 
Telephone number: 
 
01354 692 391 
 
Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information Service. 
 
The Panel's Market Surveillance Unit is available for consultation in relation
to the Code's disclosure requirements on +44 (0)20 7638 0129. 
 
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk. 
 
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