REG - Future PLC Goco Group PLC - Form 8 (OPD) GoCo Group/Future

FutureAnnouncement

07/12/2020 14:15

RNS Number : 8027H
  
Future PLC
  
07 December 2020
  
 

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")
 
Amendment to opening position disclosure dated 04 December 2020, RNS Number: 6576H
 
1.         KEY INFORMATION
 



(a) Full name of discloser:


Future plc (the "Company")




(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


The Company




(d) Is the discloser the offeror or the offeree?


OFFEROR 




(e) Date position held:
     The latest practicable date prior to the disclosure


04 December 2020 




(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"


Yes - GoCo Group plc



 
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


0


Nil


0




(2) Cash-settled derivatives:
 


Nil


0


Nil


0




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


Nil


0


Nil


0




 
     TOTAL:


Nil


0


Nil


0



 
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:




(a) Interest in the Company's ordinary shares held by the directors of the Company
and their close relatives and related trusts
 



Class of relevant securities


Ordinary shares of £0.15 each 




Beneficial owner


Registered holder


Number of Company shares held


%*




Zillah Byng-Thorne
 


Zillah Byng-Thorne


211,104


0.22




Max Thorne
 


Max Thorne 


64,480


0.07




Richard Huntingford
 


Richard Huntingford


24,500


0.02




Alan Newman
 


Rathbone Investment Management


8,750


0.01




Mark Brooker


HSBC Global Custody Nominee (UK) Limited


1,500


0.00




Hugo Drayton


Nominee of Interactive Investor Services Limited 


2,376


0.00




Rachel Addison


Numis Nominees (Client) Limited


2,798


0.00




Meredith Amdur


Vidacos Nominees Limited


385


0.00



 
(b) Options over Company shares held by the directors of the Company and their
close relatives and related trusts
 



Name


Future Share Plan under which awarded


Number of ordinary shares (under option)
 


Date of grant


Exercise period


Exercise price




Zillah Byng-Thorne


Performance Share Plan


200,000


02 February 2017


24 November 2019 - 02 February 2027


Nil




134,345


24 November 2017


24 November 2020 - 24 November 2027


Nil




196,687


23 November 2018


22 November 2021 - 23 November 2028


Nil




67,185


25 November 2019


24 November 2022 - 25 November 2029


Nil




Deferred Bonus Plan


25,194


24 November 2019 


24 November 2021


Nil 




Rachel Addison


Performance Share Plan


17,222


01 June 2020


31 May 2023 - 01 June 2030


Nil



 
(c) Interests in the Company's ordinary shares held by the concert parties of the
Company
 



Class of relevant securities


Ordinary shares of £0.15 each




Name


Number of Company shares held


%*




NONE


NONE


NONE 
 



 
*Percentages have been rounded up
 



 
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:


07 December 2020




Contact name:


Alec Pratt, Director, Numis Securities Limited




Telephone number:


+44 (0) 20 7260 1277



 
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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