REG - Benchmark Hlgs PLC - Rule 2.9 Announcement and Total Voting Rights

Benchmark HoldingsAnnouncement

02/06/2025 16:00

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RNS Number : 0821L  Benchmark Holdings PLC  02 June 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

FOR IMMEDIATE RELEASE

2 June 2025

 

Benchmark Holdings plc

("Benchmark" or the "Company")

Rule 2.9 Announcement and Total Voting Rights

In accordance with Rule 2.9 of the City Code on Takeovers and Mergers (the
"Takeover Code"), the Company confirms that on 2 June 2025, it had 742,423,113
ordinary shares of £0.001 each in issue and admitted to trading on AIM and
Euronext Growth Oslo. The Company holds no shares in treasury. The
International Securities Identification Number for Benchmark's ordinary shares
is GB00BGHPT808.

The above figure may be used by shareholders to determine the percentage of
issued share capital they hold in the Company and if they are required to
notify their interest in, or a change to their interest in, the Company under
the FCA's Disclosure Guidance and Transparency Rules.

Enquiries:

 

 Benchmark Holdings plc                                                  benchmark@mhpgroup.com (mailto:benchmark@mhpgroup.com)

 Ivonne Cantu, Investor Relations
 Strand Hanson Limited (Nominated & Financial Adviser and Broker)        Tel: +44 (0) 20 7409 3494

 Christopher Raggett, Rob Patrick
 MHP Group (Press Enquiries)                                             Tel: +44 7831 406117

 Katie Hunt, Reg Hoare                                                   benchmark@mhpgroup.com

 

PERSON RESPONSIBLE

The person responsible for arranging the release of this announcement on
behalf of Benchmark is Ivonne Cantu, Company Secretary.

PUBLICATION ON A WEBSITE

A copy of this announcement will be made available
at https://www.benchmarkplc.com/
(https://protect.checkpoint.com/v2/___https:/www.benchmarkplc.com/___.bXQtcHJvZC1jcC1ldXcyLTE6bmV4dDE1OmM6bzpmODgwZTgxMGZhOTAwOGIzOGVhODc2NzRjMjE3NjkzNTo2OjhkYTg6NjZjMTc3MTkwNTdjMjFmNTY1ZjhlMjUwNzJlOGJiYTViYjE0NjY4NTk2YTlmM2JmM2NlODFkY2I2ZmJmNWE1MzpwOkY6Tg)
 no later than 12:00 noon (London time) on the next business day following
the date of this announcement in accordance with Rule 26.1 of the Takeover
Code.  The content of the website referred to in this announcement is not
incorporated into and does not form part of this announcement.

 

 

DISCLOSURE REQUIREMENTS OF THE TAKEOVER CODE

 

Under Rule 8.3(a) of the Takeover Code, any person who is interested in 1% or
more of any class of relevant securities of an offeree company or of any
securities exchange offeror (being any offeror other than an offeror in
respect of which it has been announced that its offer is, or is likely to be,
solely in cash) must make an Opening Position Disclosure following the
commencement of the offer period and, if later, following the announcement in
which any securities exchange offeror is first identified.  An Opening
Position Disclosure must contain details of the person's interests and short
positions in, and rights to subscribe for, any relevant securities of each of
(i) the offeree company and (ii) any securities exchange offeror(s).  An
Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be
made by no later than 3.30 pm (London time) on the 10(th) business day
following the commencement of the offer period and, if appropriate, by no
later than 3.30 pm (London time) on the 10(th) business day following the
announcement in which any securities exchange offeror is first identified.
 Relevant persons who deal in the relevant securities of the offeree company
or of a securities exchange offeror prior to the deadline for making an
Opening Position Disclosure must instead make a Dealing Disclosure.

 

Under Rule 8.3(b) of the Takeover Code, any person who is, or becomes,
interested in 1% or more of any class of relevant securities of the offeree
company or of any securities exchange offeror must make a Dealing Disclosure
if the person deals in any relevant securities of the offeree company or of
any securities exchange offeror.  A Dealing Disclosure must contain details
of the dealing concerned and of the person's interests and short positions in,
and rights to subscribe for, any relevant securities of each of (i) the
offeree company and (ii) any securities exchange offeror(s), save to the
extent that these details have previously been disclosed under Rule 8.  A
Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no
later than 3.30 pm (London time) on the business day following the date of
the relevant dealing.

 

If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of an offeree company or a securities exchange offeror, they will
be deemed to be a single person for the purpose of Rule 8.3.

 

Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4).

 

Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Takeover Panel's website
at www.thetakeoverpanel.org.uk
(https://protect.checkpoint.com/v2/___http:/www.thetakeoverpanel.org.uk/___.bXQtcHJvZC1jcC1ldXcyLTE6bmV4dDE1OmM6bzpmODgwZTgxMGZhOTAwOGIzOGVhODc2NzRjMjE3NjkzNTo2OmNlNDY6MGI5MGRiMGQ1ZmY5OWI2OTEyYzFhY2Q5MDdhNTZkZDliNDVlMGZmMTIzMGFjOWI4OTU3MTcxMzg3ZjQ5ZWY3NDpwOkY6Tg)
, including details of the number of relevant securities in issue, when the
offer period commenced and when any offeror was first identified. You should
contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are
in any doubt as to whether you are required to make an Opening Position
Disclosure or a Dealing Disclosure.

 

OTHER NOTICES

 

This announcement is not intended to and does not constitute an offer to buy
or the solicitation of an offer to subscribe for or sell or an invitation to
purchase or subscribe for any securities or the solicitation of any vote in
any jurisdiction. The release, publication or distribution of this
announcement in whole or in part, directly or indirectly, in, into or from
certain jurisdictions may be restricted by law and therefore persons in such
jurisdictions should inform themselves about and observe such restrictions.

 

Strand Hanson Limited ("Strand Hanson") is authorised and regulated by the
Financial Conduct Authority in the UK and is acting as financial and
nominated adviser and broker to the Company and no one else in connection with
the matters described in this announcement and will not be responsible to
anyone other than the Company for providing the protections afforded to
clients of Strand Hanson nor for providing advice in connection with the
matters referred to herein. Neither Strand Hanson nor any of its affiliates
(nor any of their respective directors, officers, employees or agents), owes
or accepts any duty, liability or responsibility whatsoever (whether direct or
indirect, whether in contract, tort, under statute or otherwise) to any person
who is not a client of Strand Hanson in connection with the matters set out in
this announcement.

 

 

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