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RNS Number : 9006G Apex FS ato Kenmare Resources EBT 30 April 2025
FORM 8.1(c) & (d)(i)
(Dealing)
IRISH TAKEOVER PANEL
DEALING DISCLOSURE UNDER RULE 8.1(c) AND (d)(i) OF THE IRISH TAKEOVER PANEL
ACT, 1997, TAKEOVER RULES, 2022
BY AN OFFEROR, OFFEREE OR PARTIES ACTING IN CONCERT WITH THEM IN RESPECT OF
DEALINGS FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS
1. KEY INFORMATION
(a) Full name of discloser: Apex Financial Services (Trust Company) Limited as Trustee of Kenmare plc
Employee Benefit Trust
(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 Kenmare Resources Plc
form relates:
Use a separate form for each offeror/offeree
(d) Status of person making the disclosure: Person acting in concert with the offeree (Kenmare Resources plc)
e.g. offeror, offeree, person acting in concert with the offeror/offeree
(specify name of offeror/offeree)
(e) Date dealing undertaken: 24 April 2025
25 April 2025
28 April 2025
29 April 2025
(f) In addition to the company in 1(c) above, is the discloser also making NO
disclosures in respect of any other party to the offer?
If YES, specify which:
If it is a cash offer or possible cash offer, state "N/A"
Ap14
2. INTERESTS AND SHORT POSITIONS
If there are positions to disclose in more than one class of relevant
securities of the offeror or offeree named in 1(c), copy table 2 for each
additional class of relevant security.
Interests and short positions in the relevant securities of the offeror or
offeree to which the disclosure relates following the dealing (Note 1)
Class of relevant security:
(Note 2)
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 1,103,266 1.24% Nil -
(2) Cash-settled derivatives: Nil - Nil -
(3) Stock-settled derivatives (including options) and agreements to Nil - Nil -
purchase/sell:
Total: 1,103,266 1.24% Nil -
All interests and all short positions should be disclosed.
Details of options including rights to subscribe for new securities and 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 .
3. DEALINGS BY THE PERSON MAKING THE DISCLOSURE (Note
3)
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.
Ap15
(a) Purchases and sales
(i) Offeree, offeror or person acting in concert (except
for a principal trader in the same group as a financial or other professional
adviser acting in relation to the offer for the offeree or the offeror)
Class of Purchase/sale Number of Price per unit
relevant
securities (Note 4)
security
N/A N/A N/A N/A
(ii) Principal trader where the sole reason for the
connection is that the principal trader is in the same group as a financial or
other professional adviser acting in relation to the offer for the offeree or
the offeror
Class of Purchases/ Total Highest Lowest
relevant
sales
number of
price per
price per
security
securities
unit paid/
unit paid/
received
received
N/A N/A N/A N/A N/A
(b) Cash-settled derivative transactions
Class of Product Nature of Number of Price
relevant
description
dealing
reference
per unit
security e.g. CFD e.g. opening/
securities (Note 4)
closing a long/ (Note 5)
short position,
increasing/
reducing a long/
short position
N/A N/A N/A N/A N/A
Ap16
(c) Stock-settled derivative transactions (including
options)
(i) Writing, selling, purchasing or varying
Class of Product Writing, Number Exercise Type Expiry Option
relevant
description
purchasing,
of
price per e.g.
date
money
security
e.g. call
selling,
securities unit
American,
paid/
option
varying etc.
to which
European
received
option
etc.
per unit
relates
(Note 5)
N/A N/A N/A N/A N/A N/A N/A N/A
(ii) Exercise
Class of Product Exercising/ Number of Exercise
relevant
description
exercised
securities
price
security
e.g. call
against
per unit
option
(Note 4)
N/A N/A N/A N/A N/A
(d) Other dealings (including transactions in respect of
new securities)
Class of Nature of dealing Details Price per unit
relevant
e.g. subscription,
(if applicable)
security
conversion, exercise
(Note 4)
Ordinary Shares Transfer of shares from EBT to satisfy exercise of share awards by 12,613 Nil
beneficiaries
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
Ap17
(b) Agreements, arrangements or understandings relating to
options or derivatives
Full details of any agreement, arrangement or understanding between the person
disclosing and any other person relating to the voting rights of any relevant
securities under any option referred to on this form or relating to the voting
rights or future acquisition or disposal of any relevant securities to which
any derivative referred to on this form is referenced. If none, this should be
stated.
None
(c) Attachments
Is a Supplemental Form 8 attached? NO
Date of disclosure: 30 April 2025
Contact name: Suzanne Lafferty
Telephone number: +44 20 4549 0841
Public disclosures under Rule 8.1 of the Rules must be made to a Regulatory
Information Service.
Ap18
NOTES ON FORM 8.1(c) and (d)(i)
1. See the definition of "interest in a relevant
security" in Rule 2.5 of Part A of the Rules and see Rule 8.6(b) of Part B of
the Rules.
2. See the definition of "relevant securities" in Rule
2.1 of Part A of the Rules.
3. See the definition of "dealing" in Rule 2.1 of Part
A of the Rules.
4. If the economic exposure to changes in the price of
securities is limited, for example, by virtue of a stop loss arrangement
relating to a spread bet, full details must be given.
5. See Rule 2.5(d) of Part A of the Rules.
6. If details included in a disclosure under Rule 8
are incorrect, they should be corrected as soon as practicable in a subsequent
disclosure. Such disclosure should state clearly that it corrects details
disclosed previously, identify the disclosure or disclosures being corrected,
and provide sufficient detail for the reader to understand the nature of the
corrections. In the case of any doubt, the Panel should be consulted.
For full details of disclosure requirements, see Rule 8 of the Rules. If in
doubt, consult the Panel.
References in these notes to "the Rules" are to the Irish Takeover Panel Act,
1997, Takeover Rules, 2022.
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