REG - Bank of Cyprus Hldgs - Form 8.1 (Bank of Cyprus Holdings PLC)

Bank of Cyprus HoldingsAnnouncement

02/09/2022 08:15

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RNS Number : 0795Y  Bank of Cyprus Holdings PLC  02 September 2022

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:                                                    Bank Of Cyprus Holdings Plc
 (b) Owner or controller of interests and short positions disclosed, if          N/A
 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      Bank Of Cyprus Holdings Plc
 form relates:

 Use a separate form for each offeror/offeree
 (d)  Is the discloser the offeror or the offeree?                               Offeree
 (e)  Date position held:                                                        1 September 2022

 The latest practicable date prior to the disclosure
 (f)   In addition to the company in 1(c) above, is the discloser also making     N/A
 disclosures 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.

 

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    NIL     -      NIL       -
 purchase/ sell:
 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:
 (a)   Bank of Cyprus Holdings Plc Directors

 The following Directors of Bank of Cyprus Holdings Plc and their connected
 persons have the interests in Bank of Cyprus Holdings Plc set out below:

Director                       Class of                         Number of ordinary shares held at 1 September 2022  Percentage of total issued share capital (rounded)
                 relevant
                 security
 Efstratios-Georgios Arapoglou  Ordinary Shares of €0.10 each    46,500                                              0.01%
 Arne Berggren                  Ordinary Shares of €0.10 each    25,000                                              0.01%
 Ioannis Zographakis            Ordinary Shares of €0.10 each    3,014                                               0.00%
 Paula Hadjisotiriou            Ordinary Shares of €0.10 each    7                                                   0.00%
 Constantine Iordanou           Ordinary Shares of €0.10 each    246,773                                             0.06%
 Maria Philippou                Ordinary Shares of €0.10 each    1                                                   0.00%
 Panicos Nicolaou               Ordinary Shares of €0.10 each    5,027                                               0.00%
 Eliza Livadiotou               Ordinary Shares of €0.10 each    35                                                  0.00%
 TOTAL                                                           326,357                                             0.07%

 

 (b)   Interests of Chryssafinis and Polyviou, Cypriot legal advisers to Bank
 of Cyprus Holdings Plc, and of its staff meeting the criteria set out in Rule
 3.3(b)(v):

Director  Class of Relevant Security  Number of ordinary shares held at 1 September 2022  Percentage of total issued share capital (rounded)

 Chryssafinis and Polyviou LLC            Ordinary Shares of €0.10 each    29,401    0.01%
 Chryssafinis and Polyviou (Partnership)  Ordinary Shares of €0.10 each    3,417     0.00%
 George Middleton                         Ordinary Shares of €0.10 each    6,131     0.00%
 Polyvios G. Polyviou                     Ordinary Shares of €0.10 each    84,094    0.02%

 Michalis Kramvis                         Ordinary Shares of €0.10 each    894       0.00%
 Cleo Kramvi                              Ordinary Shares of €0.10 each    7,033     0.00%

 

(b)   Interests of Chryssafinis and Polyviou, Cypriot legal advisers to Bank
of Cyprus Holdings Plc, and of its staff meeting the criteria set out in Rule
3.3(b)(v):

 

 Director  Class of Relevant Security  Number of ordinary shares held at 1 September 2022  Percentage of total issued share capital (rounded)

 Chryssafinis and Polyviou LLC            Ordinary Shares of €0.10 each    29,401    0.01%
 Chryssafinis and Polyviou (Partnership)  Ordinary Shares of €0.10 each    3,417     0.00%
 George Middleton                         Ordinary Shares of €0.10 each    6,131     0.00%
 Polyvios G. Polyviou                     Ordinary Shares of €0.10 each    84,094    0.02%

 Michalis Kramvis                         Ordinary Shares of €0.10 each    894       0.00%
 Cleo Kramvi                              Ordinary Shares of €0.10 each    7,033     0.00%

 

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.

 

 

Ap11

 

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?  YES/NO
                                     No

 

 Date of disclosure:  2 September 2022
 Contact name:         Katia Santis, Company Secretary
 Telephone number:     + 357 22 122080

 

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

 

Ap12

 

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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