REG - Inspired Capital PLC - Form 8 (OPD) Inspired Capital plc <Origin Href="QuoteRef">INSCI.L</Origin>
RNS Number : 8892QInspired Capital PLC23 June 2015FORM 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:
INSPIRED CAPITAL PLC
(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.
N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each offeror/offeree
INSPIRED CAPITAL PLC
(d) Is the discloser the offeror or the offeree?
OFFEREE
(e) Date position held:
The latest practicable date prior to the disclosure
22 June 2015
(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"
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:
Ordinary shares of 10p each
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
44,951,580
Treasury shares
N/A
N/A
(2) Cash-settled derivatives:
N/A
N/A
N/A
N/A
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
N/A
N/A
N/A
N/A
TOTAL:
44,951,580
Treasury shares
N/A
N/A
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 Form8 (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:
3.1 Interests of the directors of Inspired Capital plc
Director
Number of Shares
% Interest
Roger McDowell
2,931,851
1.34
David Blain
735,003
0.34
Jeremy Coombes
2,890,206
1.32
Jamie Brooke
114,750
0.05
3.2 Rights to subscribe of the directors and employees of Inspired Capital plc
Performance Share Plan
Grant Date
David Blain
Number of Shares
Exercise Price
Vesting date
09-05-14
1,642,802
0p
30-06-17
Pierre Decote
05-11-14
1,588,000
0p
05-05-18
Unapproved Share Options
Grant Date
Jeremy Coombes
Number of Shares
Exercise Price
Exercise Period
03-01-14
1,800,000
20p
03-01-17 to 03-01-24
Jeffrey Burton
03-01-14
1,000,000
20p
03-01-17 to 03-01-24
Former Ultimate Finance Group plc Options that have been exchanged for options in Inspired Capital plc
Grant Date
Austin Thorpe
Number of Shares
Exercise Price
Exercise Period
29-10-10
33,750
13.5p
29-10-13 to 28-10-17
Alison Ramsey
29-10-10
6,750
13.5p
29-10-13 to 28-10-17
3.3 Interests of other persons acting in concert
Henderson Global Investors Limited ("Henderson") holds 58,162,172 ordinary shares representing 26.55% of the ordinary shares in issue. Jamie Brooke, an employee of Henderson, is a non-executive director of Inspired Capital plc.
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:
23 June 2015
Contact name:
David Blain
Telephone number:
+44 (0) 845 251 3065
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk. 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.
This information is provided by RNSThe company news service from the London Stock ExchangeENDFEESESFWEFISESM
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