REG - Takeover Panel - Disclosure Table (POTAM only)

Bally'sAnnouncement

01/10/2021 18:15

RNS Number : 8103N
  
Takeover Panel
  
01 October 2021
  
 

 



THE TAKEOVER PANEL - DISCLOSURE TABLE






 



01 October 2021 - FINAL










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










ADDITIONS










None










DELETIONS










OFFEREE: Gamesys Group plc (See Note 10 below)




Offer period commenced: 12:23 24-Mar-2021




10p ordinary


ISIN: GB00BZ14BX56


NSI: 111,594,030




Warrant






NSI: 1




OFFEROR: Bally's Corporation (and Premier Entertainment Sub, LLC an




indirect wholly-owned subsidiary)




Offeror identified: 12:23 24-Mar-2021




Rule 2.6 deadline: N/A




USD 0.01 common


ISIN: US05875B1061


NSI: 44,581,568










OTHER AMENDMENTS










OFFEREE: Avast plc




Offer period commenced: 22:23 14-Jul-2021




10p ordinary


ISIN: GB00BDD85M81


NSI: 1,035,122,756




OFFEROR: NortonLifeLock Inc.




Offeror identified: 22:23 14-Jul-2021




Rule 2.6 deadline: N/A




USD 0.01 common


ISIN: US6687711084


NSI: 581,736,561




2.000% Senior Unsecured Convertible Notes August 2022


ISIN: US668771AA66


USD: 625,000,000










OFFEREE: Entain plc




Offer period commenced: 15:29 21-Sep-2021




EUR 0.01 ordinary


ISIN: IM00B5VQMV65


NSI: 585,591,361




OFFEROR: DraftKings Inc




Offeror identified: 15:29 21-Sep-2021




Rule 2.6 deadline: 17:00 19-Oct-2021




USD 0.0001 class A common


ISIN: US26142R1041


NSI: 405,548,099




USD 0.0001 class B common






NSI: 393,013,951




Convertible Senior Notes 2028


ISIN: US26142RAA23


USD: 1,265,000,000










OFFEREE: Wm Morrison Supermarkets plc (See Note 10 below)




Offer period commenced: 15:30 19-Jun-2021




10p ordinary


ISIN: GB0006043169


NSI: 2,419,517,871




OFFEROR: Market Bidco Limited (a newly incorporated entity formed by




Clayton, Dubilier & Rice, LLP in its capacity as adviser to Clayton, Dubilier & Rice, LLC as manager of CD&R Fund XI)




Offeror identified: 15:30 19-Jun-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required




OFFEROR: Oppidum Bidco Limited (a newly formed company indirectly owned by




funds managed or advised by affiliates of Fortress Investment Group, LLC)




Offeror identified: 07:06 03-Jul-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










DISCLOSURE TABLE










OFFEREE: Arrow Global Group plc (See Note 10 below)




Offer period commenced: 07:36 08-Feb-2021




1p ordinary


ISIN: GB00BDGTXM47


NSI: 177,412,006




OFFEROR: Sherwood Acquisitions Limited (a newly-formed company owned by




investment funds managed by TDR Capital LLP)




Offeror identified: 07:36 08-Feb-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Augean plc




Offer period commenced: 07:00 27-May-2021




1p ordinary


ISIN: GB00B02H2F76


NSI: 104,971,924




OFFEROR: Antwerp Management Limited (a newly-formed company indirectly




owned by funds managed or advised by Morgan Stanley Infrastructure Inc., an indirect subsidiary of Morgan Stanley)




Offeror identified: 07:00 27-May-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required




OFFEROR: Eleia Limited (a newly-formed company indirectly owned by a




consortium consisting of investment funds managed by Ancala Partners LLP and Fiera Infrastructure Inc.)




Offeror identified: 22:30 24-Aug-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Avast plc




Offer period commenced: 22:23 14-Jul-2021




10p ordinary


ISIN: GB00BDD85M81


NSI: 1,035,122,756




OFFEROR: NortonLifeLock Inc.




Offeror identified: 22:23 14-Jul-2021




Rule 2.6 deadline: N/A




USD 0.01 common


ISIN: US6687711084


NSI: 581,736,561




2.000% Senior Unsecured Convertible Notes August 2022


ISIN: US668771AA66


USD: 625,000,000










OFFEREE: Bacanora Lithium plc




Offer period commenced: 12:19 06-May-2021




10p ordinary


ISIN: GB00BD20C246


NSI: 384,144,901




OFFEROR: Ganfeng International Trading (Shanghai) Limited




Offeror identified: 12:19 06-May-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Blue Prism Group plc




Offer period commenced: 14:56 31-Aug-2021




1p ordinary


ISIN: GB00BYQ0HV16


NSI: 96,894,247




OFFEROR: Bali Bidco Limited (a company indirectly owned by the Vista Funds)




Offeror identified: 14:56 31-Aug-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Charles Stanley Group plc




Offer period commenced: 07:03 29-Jul-2021




25p ordinary


ISIN: GB0006556046


NSI: 52,135,445




OFFEROR: Raymond James UK Wealth Management Holdings Limited (a




wholly-owned subsidiary of Raymond James Financial, Inc.)




Offeror identified: 07:03 29-Jul-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Daily Mail and General Trust plc




Offer period commenced: 07:00 12-Jul-2021




12.5p A Non-Voting


ISIN: GB00BJQZC279


NSI: 210,798,306




12.5p Voting






NSI: 19,890,364




OFFEROR: Rothermere Continuation Limited




Offeror identified: 07:00 12-Jul-2021




Rule 2.6 deadline: 17:00 28-Oct-2021




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Drum Income Plus REIT plc




Offer period commenced: 07:00 04-Aug-2021




10p ordinary


ISIN: GB00BW4NWS02


NSI: 38,201,990




OFFEROR: Custodian REIT plc




Offeror identified: 07:00 04-Aug-2021




Rule 2.6 deadline: N/A




1p ordinary


ISIN: GB00BJFLFT45


NSI: 420,603,344










OFFEREE: Entain plc




Offer period commenced: 15:29 21-Sep-2021




EUR 0.01 ordinary


ISIN: IM00B5VQMV65


NSI: 585,591,361




OFFEROR: DraftKings Inc




Offeror identified: 15:29 21-Sep-2021




Rule 2.6 deadline: 17:00 19-Oct-2021




USD 0.0001 class A common


ISIN: US26142R1041


NSI: 405,548,099




USD 0.0001 class B common






NSI: 393,013,951




Convertible Senior Notes 2028


ISIN: US26142RAA23


USD: 1,265,000,000










OFFEREE: Equiniti Group plc (See Note 10 below)




Offer period commenced: 07:00 19-Apr-2021




0.1p ordinary


ISIN: GB00BYWWHR75


NSI: 367,757,084




OFFEROR: Earth Private Holdings Limited (a newly-formed company owned by




funds managed or advised by Siris Capital Group, LLC)




Offeror identified: 07:00 19-Apr-2021




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: 07:00 05-Feb-2021




1p ordinary


ISIN: GB0033764746


NSI: 96,612,934




OFFEROR: Go Global Retail in conjunction with HMJ International Services Ltd




Offeror identified: 07:00 05-Feb-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required




OFFEROR: A consortium comprising Apinder Singh Ghura, Amarjit Singh Grewal




and KJR Brothers Limited




Offeror identified: 10:31 23-Sep-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: GCP Student Living plc




Offer period commenced: 17:08 02-Jul-2021




1p ordinary


ISIN: GB00B8460Z43


NSI: 455,019,030




OFFEROR: Gemini Jersey JV L.P. (a newly formed vehicle owned, directly or




indirectly, by joint offerors Scape Living plc and iQSA Holdco Limited)




Offeror identified: 17:08 02-Jul-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Good Energy Group plc




Offer period commenced: 07:00 12-Jul-2021




5p ordinary


ISIN: GB0033600353


NSI: 16,643,067




OFFEROR: Ecotricity Group Limited




Offeror identified: 07:00 12-Jul-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: GYG plc




Offer period commenced: 16:36 09-Apr-2021




0.2p ordinary


ISIN: GB00BZ4FM652


NSI: 46,615,500




OFFEROR: Harwood Capital LLP




Offeror identified: 16:36 09-Apr-2021




Rule 2.6 deadline: 17:00 15-Oct-2021




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Meggitt plc




Offer period commenced: 07:00 02-Aug-2021




5p ordinary


ISIN: GB0005758098


NSI: 781,824,757




OFFEROR: Parker-Hannifin Corporation




Offeror identified: 07:00 02-Aug-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Safestay plc




Offer period commenced: 07:00 17-Sep-2021




1p ordinary


ISIN: GB00BKT0J702


NSI: 64,679,014




OFFEROR: No named offeror










OFFEREE: Sanne Group plc




Offer period commenced: 07:00 14-May-2021




1p ordinary


ISIN: JE00BVRZ8S85


NSI: 162,178,754




OFFEROR: Apex Acquisition Company Limited (an indirect wholly-owned




subsidiary of Apex Group Ltd.)




Offeror identified: 07:00 02-Aug-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Stagecoach Group plc




Offer period commenced: 07:00 21-Sep-2021




125/228p ordinary


ISIN: GB00B6YTLS95


NSI: 550,878,747




OFFEROR: National Express Group plc




Offeror identified: 07:00 21-Sep-2021




Rule 2.6 deadline: 17:00 19-Oct-2021




5p ordinary


ISIN: GB0006215205


NSI: 614,086,377










OFFEREE: Stock Spirits Group plc




Offer period commenced: 07:00 12-Aug-2021




10p ordinary


ISIN: GB00BF5SDZ96


NSI: 200,000,000




OFFEROR: Sunray Investments Luxembourg S.A R.L.




Offeror identified: 07:00 12-Aug-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Sumo Group plc




Offer period commenced: 07:00 19-Jul-2021




1p ordinary


ISIN: GB00BD3HV384


NSI: 171,463,123




OFFEROR: Sixjoy Hong Kong Limited (an indirect subsidiary of Tencent




Holdings Limited)




Offeror identified: 07:00 19-Jul-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Ultra Electronics Holdings plc




Offer period commenced: 16:23 25-Jun-2021




5p ordinary


ISIN: GB0009123323


NSI: 71,346,970




OFFEROR: Cobham Ultra Acquisitions Limited (a wholly-owned indirect




subsidiary of Cobham Group Holdings Limited)




Offeror identified: 16:23 25-Jun-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required










OFFEREE: Wm Morrison Supermarkets plc (See Note 10 below)




Offer period commenced: 15:30 19-Jun-2021




10p ordinary


ISIN: GB0006043169


NSI: 2,419,517,871




OFFEROR: Market Bidco Limited (a newly incorporated entity formed by




Clayton, Dubilier & Rice, LLP in its capacity as adviser to Clayton, Dubilier & Rice, LLC as manager of CD&R Fund XI)




Offeror identified: 15:30 19-Jun-2021




Rule 2.6 deadline: N/A




Disclosure of dealings and positions in this offeror is not required




OFFEROR: Oppidum Bidco Limited (a newly formed company indirectly owned by




funds managed or advised by affiliates of Fortress Investment Group, LLC)




Offeror identified: 07:06 03-Jul-2021




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 words "See Note 10 below" appear by the name of the offeree company in the Disclosure Table above if an offer was announced for the company in accordance with Rule 2.7 of the Code on or before 4 July 2021.  That offer, and any competing offer for the offeree company (regardless of when announced), is subject to the Twelfth edition of the Code (as last amended on 31 December 2020).  Otherwise, any offer for an offeree company announced under Rule 2.7 on or after 5 July 2021 will be subject to the Thirteenth edition of the Code, which took effect on that date.  Both the Twelfth and the Thirteenth editions of the Code are available on the Panel's website.



 



11.


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 5210








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 



 

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