REG - Best of the Best PLC Best of the Best PLC - Form 8 (OPD) - Best of the Best plc

Best Of The BestAnnouncement

27/06/2023 14:45

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RNS Number : 0894E  Best of the Best PLC  27 June 2023

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:                                                     Best of the Best 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 form  Best of the Best plc
 relates:

      Use a separate form for each offeror/offeree
 (d) Is the discloser the offeror or the offeree?                                OFFEREE
 (e) Date position held:                                                         27 June 2023

      The latest practicable date prior to the disclosure
 (f)  In addition to the company in 1(c) above, is the discloser 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.         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
 (2) Cash-settled derivatives:                                        Nil            Nil

 (3) Stock-settled derivatives (including options) and agreements to  Nil            Nil
 purchase/sell:
                                                                      Nil            Nil

      TOTAL:

 

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:   None
 Details, including nature of the rights concerned and relevant percentages:  None

 

 

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:

 Ordinary Shares of 5 pence each in the capital of the Company

 

Interests in Best of the Best plc's ordinary shares of 5p each held by the
directors of Best of the Best plc, and those acting in concert:

 

 Director             Number of Ordinary Shares  % of issued share capital
 William Hindmarch*   992,224                    11.85%
 Rupert Garton        280,571                    3.35%
 Michael Hindmarch**  256,130                    3.06%
 Ben Hughes***        40,000                     0.47%
 Daniel Burns         12,466                     0.14%
 David Firth          4,115                      0.04%

*of which 488,831 Ordinary Shares are held by his wife, Philippa Hindmarch.

**the father of William Hindmarch, and ex-Chairman of the Company.

***of which 16,959 Ordinary Shares are held by his wife, Sofie Hughes.

 

Rights to subscribe for Interests in Best of the Best plc's ordinary shares of
5p each held by the directors of Best of the Best plc, and those acting in
concert:

 

 Director    Type        Number of Options  Exercise price  Exercise date  Expiry date
 Ben Hughes  EMI         9,352              £2.25           19/12/2020     18/12/2027
 Ben Hughes  EMI         41,500             £3.85           28/02/2023     27/02/2030
 Ben Hughes  Unapproved  28,500             £3.85           28/02/2023     27/02/2030

 

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:  27 June 2023
 Contact name:        Rupert Garton
 Telephone number:    +44 (0)20 7371 8866

 

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
(http://www.thetakeoverpanel.org.uk) .

 

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