REG - UBM PLC Informa PLC - Form 8 (DD) - UBM plc

InformaAnnouncement

17/05/2018 14:50

RNS Number : 4729O
UBM PLC
17 May 2018
 

FORM 8 (DD)
 
 
PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)
Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")
 
1.         KEY INFORMATION
 




(a) Full name of discloser:


Mrs Marina Wyatt




(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


UBM plc




(d) Status of person making the disclosure:
     e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)


Person acting in concert with the offeree (UBM plc)




(e) Date dealing undertaken:


16 May 2018




(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"


No




 
2.         POSITIONS OF THE PERSON 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 following the dealing
 




Class of relevant security:
 








 
 


Interests


Short positions




Number


%


Number


%




(1) Relevant securities owned and/or controlled:


30,330(1)


0.01


N/A


-




(2) Cash-settled derivatives:
 


N/A


-


N/A


-




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


N/A


-


N/A


-




 
     TOTAL:


30,330


0.01


N/A


-




 
Note:
(1)  497 shares are held by Equiniti Share Plan Trustees Limited as trustee for Marina Wyatt as beneficiary under the UBM plc Share Incentive Plan. The remaining 29,833 shares are held by David Thomas and all of such holding is registered in the name of Smith and Williamson Nominees Limited.
 
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 (including directors' and other employee options)
 




Class of relevant security in relation to which subscription right exists:


UBM plc ordinary shares of 11.25 pence each




Details, including nature of the rights concerned and relevant percentages:


Please see below




 
UK Tax Qualifying Share Options
 




2008 Sharesave Scheme




No. of ordinary shares under option


Date of grant


Exercise Period


Exercise price




3,810


7 April 2016


1 June 2019 to 30 November 2019


£4.724




 
UK Non Tax Qualifying Share Options
 




Plan


No. of ordinary shares under option#


Date of grant


Exercise Period


Exercise price




Performance Share Plan


219,208


2 September 2015


2 September 2018 to 1 September 2025


N/A




Performance Share Plan


122,456


3 March 2016


3 March 2019 to 2 March 2026


N/A




Performance Share Plan


100,937


24 May 2017


24 May 2020 to 23 May 2027


N/A




Deferred Bonus Plan


6,473


3 March 2016


3 March 2019 to 2 March 2026


N/A




Deferred Bonus Plan


16,095


10 March 2017


10 March 2020 to 9 March 2027


N/A




Deferred Bonus Plan


12,219


23 March 2018


23 March 2021 to 22 March 2028


N/A




 
# Includes accrued dividend equivalent shares.
 




3.         DEALINGS BY THE PERSON MAKING THE DISCLOSURE
 
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.
 
The currency of all prices and other monetary amounts should be stated.
 
(a)        Purchases and sales
 
(i)   Party to an offer or person acting in concert (except for a principal trader in the same group as a connected adviser)
 




Class of relevant security


Purchase/sale
 


Number of securities


Price per unit




Ordinary shares of 11.25 pence each


Purchase of shares by the Trustee of UBM plc Share Incentive Plan


15


£9.885




 
(ii)        Principal trader where the sole reason for the connection is that the principal trader is in the same group as a connected adviser
 




Class of relevant security


Purchases/ sales
 


Total number of securities


Highest price per unit paid/received


Lowest price per unit paid/received




-


-
 


-


-


-




 
(b)        Cash-settled derivative transactions
 




Class of relevant security


Product description
e.g. CFD


Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position


Number of reference securities


Price per unit




-


-
 


-


-


-




 
(c)        Stock-settled derivative transactions (including options)
 
(i)         Writing, selling, purchasing or varying
 




Class of relevant security


Product description e.g. call option


Writing, purchasing, selling, varying etc.


Number of securities to which option relates


Exercise price per unit


Type
e.g. American, European etc.


Expiry date


Option money paid/ received per unit




-


-


-


-


-


-


-


-




 
(ii)        Exercise
 




Class of relevant security


Product description
e.g. call option


Exercising/ exercised against


Number of securities


Exercise price per unit




-


-


-


-


-
 




 
(d)        Other dealings (including subscribing for new securities)
 




Class of relevant security


Nature of dealing
e.g. subscription, conversion


Details


Price per unit (if applicable)




-


-
 


-
 


-




 
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 or person acting in concert making the disclosure and any other person:
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 or person acting in concert making the disclosure 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:


17 May 2018




Contact name:


Mark Peters

Group Company Secretary




Telephone number:


+44 207 921 5000




 
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 dealing disclosure requirements on +44 (0)20 7638 0129.
 
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.



This information is provided by RNS
The company news service from the London Stock Exchange
 
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