REG - Takeover Panel - Disclosure Table
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RNS Number : 5944P Takeover Panel 03 July 2025
THE TAKEOVER PANEL - DISCLOSURE TABLE
03 July 2025
The following are today's changes to the Disclosure Table:
ADDITIONS
None
DELETIONS
None
OTHER AMENDMENTS
OFFEREE: Spectris plc
Offer period commenced: 12:32 09-Jun-2025
5p ordinary ISIN: GB0003308607 NSI: 99,312,044
OFFEROR: MI Metron UK Bidco Ltd (an indirect subsidiary of funds managed
and/or advised by Advent International, L.P.)
Offeror identified: 12:32 09-Jun-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEROR: Project Aurora Bidco Limited (a special purpose vehicle wholly-owned
by funds advised by Kohlberg Kravis Roberts & Co. L.P., and its
affiliates)
Offeror identified: 18:15 13-Jun-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
DISCLOSURE TABLE
OFFEREE: Adriatic Metals plc
Offer period commenced: 15:24 20-May-2025
1p ordinary ISIN: GB00BL0L5G04 NSI: 345,509,191
CHESS Depositary Interests ISIN: AU0000004772
OFFEROR: Dundee Precious Metals Inc.
Offeror identified: 15:24 20-May-2025
Rule 2.6 deadline: N/A
Common ISIN: CA2652692096 NSI: 166,933,140
OFFEREE: Alpha Group International plc
Offer period commenced: 16:53 02-May-2025
0.2p ordinary ISIN: GB00BF1TM596 NSI: 42,304,607
OFFEROR: Corpay, Inc.
Offeror identified: 16:53 02-May-2025
Rule 2.6 deadline: 17:00 07-Jul-2025
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Alphawave IP Group plc
Offer period commenced: 13:56 01-Apr-2025
1p ordinary ISIN: GB00BNDRMJ14 NSI: 772,631,208
Warrant NSI: 20,571,995
Senior unsecured convertible bond ISIN: XS2962835257 USD: 150,000,000
OFFEROR: Aqua Acquisition Sub LLC (an indirect wholly-owned subsidiary of
Qualcomm Incorporated)
Offeror identified: 13:56 01-Apr-2025
Rule 2.6 deadline: N/A
USD 0.0001 common ISIN: US7475251036 NSI: 1,084,165,192
OFFEREE: Anexo Group plc
Offer period commenced: 16:24 22-Apr-2025
0.05p ordinary ISIN: GB00BF2G3L29 NSI: 117,990,294
OFFEROR: DBAY Advisors Limited, Alan Sellers and Samantha Moss
Offeror identified: 16:24 22-Apr-2025
Rule 2.6 deadline: 17:00 15-Jul-2025
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Argentex Group plc
Offer period commenced: 07:00 23-Apr-2025
0.01p ordinary ISIN: GB00BJLPH056 NSI: 120,429,055
OFFEROR: IFX (UK) Ltd (trading as IFX Payments)
Offeror identified: 07:00 23-Apr-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Assura plc
Offer period commenced: 17:10 14-Feb-2025
10p ordinary ISIN: GB00BVGBWW93 NSI: 3,250,608,887
OFFEROR: Sana Bidco Limited (a newly formed company indirectly wholly owned by
(i) funds advised by Kohlberg Kravis Roberts & Co. L.P. and its affiliates
and (ii) funds advised by Stonepeak Partners LP and its affiliates)
Offeror identified: 17:10 14-Feb-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEROR: Primary Health Properties plc
Offeror identified: 07:03 10-Mar-2025
Rule 2.6 deadline: N/A
12.5p ordinary ISIN: GB00BYRJ5J14 NSI: 1,336,493,786
Guaranteed Convertible Bond 2025 ISIN: XS2016141637 GBP: 150,000,000
OFFEREE: Bakkavor Group plc
Offer period commenced: 13:58 14-Mar-2025
2p ordinary ISIN: GB00BF8J3Z99 NSI: 579,425,585
OFFEROR: Greencore Group plc
Offeror identified: 13:58 14-Mar-2025
Rule 2.6 deadline: N/A
1p ordinary ISIN: IE0003864109 NSI: 441,621,777
ADR ISIN: US3941811016
OFFEREE: Benchmark Holdings plc
Offer period commenced: 07:12 23-May-2025
0.1p ordinary ISIN: GB00BGHPT808 NSI: 742,423,113
OFFEROR: Kverva AS, FERD AS and JNE Master Fund LP and JNE Illiquid
Opportunities Fund LP, both of which are manged by JNE Partners LLP as
Investment manager
Offeror identified: 07:12 23-May-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Deliveroo plc
Offer period commenced: 18:10 25-Apr-2025
0.5p ordinary ISIN: GB00BNC5T391 NSI: 1,497,421,453
OFFEROR: DoorDash, Inc.
Offeror identified: 18:10 25-Apr-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Deltic Energy plc
Offer period commenced: 12:07 30-Jun-2025
10p ordinary ISIN: GB00BNTY2N01 NSI: 93,096,600
OFFEROR: Rockrose Energy Limited (a wholly-owned subsidiary of Viaro Energy
Limited)
Offeror identified: 12:07 30-Jun-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Dowlais Group plc
Offer period commenced: 07:00 29-Jan-2025
1p ordinary ISIN: GB00BMWRZ071 NSI: 1,316,658,644
OFFEROR: American Axle & Manufacturing Holdings, Inc.
Offeror identified: 07:00 29-Jan-2025
Rule 2.6 deadline: N/A
USD 0.01 common ISIN: US0240611030 NSI: 117,581,028
OFFEREE: Downing Renewables & Infrastructure Trust plc
Offer period commenced: 07:01 20-Jun-2025
1p ordinary ISIN: GB00BLF7PP25 NSI: 170,124,264
OFFEROR: Polar Nimrod Topco Limited (a newly formed vehicle, wholly-owned by
Bagnall Energy Limited)
Offeror identified: 07:01 20-Jun-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Empiric Student Property plc
Offer period commenced: 11:15 05-Jun-2025
1p ordinary ISIN: GB00BLWDVR75 NSI: 664,119,746
OFFEROR: Unite Group plc, The
Offeror identified: 11:15 05-Jun-2025
Rule 2.6 deadline: 17:00 03-Jul-2025
25p ordinary ISIN: GB0006928617 NSI: 489,352,205
OFFEREE: Empresaria Group plc
Offer period commenced: 11:15 07-May-2025
5p ordinary ISIN: GB00B0358N07 NSI: 49,853,001
OFFEROR: A consortium comprising Peter Gregory, Nigel Marsh and Ashok Vithlani
Offeror identified: 11:15 07-May-2025
Rule 2.6 deadline: 17:00 30-Jul-2025
Disclosure of dealings and positions in this offeror is not required
OFFEREE: FD Technologies plc
Offer period commenced: 11:26 07-May-2025
0.5p ordinary ISIN: GB0031477770 NSI: 22,105,740
OFFEROR: Kairos Bidco Limited (a newly formed company indirectly owned by
entities forming part of TA FUND XV)
Offeror identified: 11:26 07-May-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Frenkel Topping Group plc
Offer period commenced: 11:00 02-Jun-2025
0.5p ordinary ISIN: GB00B01YXQ71 NSI: 128,013,064
OFFEROR: Harwood Private Equity LLP
Offeror identified: 11:00 02-Jun-2025
Rule 2.6 deadline: 17:00 28-Jul-2025
Disclosure of dealings and positions in this offeror is not required
OFFEREE: H&T Group plc
Offer period commenced: 07:00 14-May-2025
5p ordinary ISIN: GB00B12RQD06 NSI: 43,987,934
OFFEROR: Chess Bidco Limited (an indirect wholly-owned subsidiary of FirstCash
Holdings, Inc.)
Offeror identified: 07:00 14-May-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Inspired plc
Offer period commenced: 13:32 22-Apr-2025
1.25p ordinary ISIN: GB00BR2Q0V58 NSI: 159,649,070
Warrant 8 January 2027 NSI: 53,125,000
Convertible Loan Note 8 January 2027 GBP: 5,000,000
OFFEROR: Regent Acquisitions 2025 Limited
Offeror identified: 13:32 22-Apr-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEROR: Intrepid Bidco Limited (a newly formed company indirectly wholly
owned by funds managed and/or advised by HGGC, LLC and its affiliates)
Offeror identified: 07:00 27-May-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Life Science REIT plc
Offer period commenced: 07:00 14-Mar-2025
1p ordinary ISIN: GB00BP5X4Q29 NSI: 350,000,000
OFFEROR: No named offeror
OFFEREE: Marlowe plc
Offer period commenced: 11:03 04-Jun-2025
50p ordinary ISIN: GB00BD8SLV43 NSI: 78,522,547
OFFEROR: Mitie Treasury Management Limited (a wholly owned subsidiary of Mitie
Group plc)
Offeror identified: 11:03 04-Jun-2025
Rule 2.6 deadline: N/A
2.5p ordinary ISIN: GB0004657408 NSI: 1,256,709,060
OFFEREE: ME Group International plc
Offer period commenced: 12:25 18-Jun-2025
0.5p ordinary ISIN: GB0008481250 NSI: 377,460,836
OFFEROR: No named offeror
OFFEREE: Pod Point Group Holdings plc
Offer period commenced: 07:00 24-Apr-2025
1p ordinary ISIN: GB00BNDRD100 NSI: 156,900,118
OFFEROR: EDF Energy Customers Limited
Offeror identified: 07:00 24-Apr-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: PRS REIT plc, The
Offer period commenced: 13:30 23-Oct-2024
1p ordinary ISIN: GB00BF01NH51 NSI: 549,251,458
OFFEROR: Long Harbour Ltd
Offeror identified: 12:19 11-Jun-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Renold plc
Offer period commenced: 10:19 20-May-2025
5p ordinary ISIN: GB0007325078 NSI: 225,417,740
OFFEROR: MPE Bid Co (a newly-formed corporation indirectly controlled by funds
managed by MPE Mgt. Co., LLC)
Offeror identified: 10:19 20-May-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Revolution Beauty Group plc
Offer period commenced: 07:00 21-May-2025
1p ordinary ISIN: GB00BP7L1T61 NSI: 319,485,571
OFFEROR: No named offeror
OFFEREE: Ricardo plc
Offer period commenced: 07:00 11-Jun-2025
25p ordinary ISIN: GB0007370074 NSI: 62,218,280
OFFEROR: WSP Group Limited (a wholly-owned subsidiary of WSP Global Inc.)
Offeror identified: 07:00 11-Jun-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Spectris plc
Offer period commenced: 12:32 09-Jun-2025
5p ordinary ISIN: GB0003308607 NSI: 99,312,044
OFFEROR: MI Metron UK Bidco Ltd (an indirect subsidiary of funds managed
and/or advised by Advent International, L.P.)
Offeror identified: 12:32 09-Jun-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEROR: Project Aurora Bidco Limited (a special purpose vehicle wholly-owned
by funds advised by Kohlberg Kravis Roberts & Co. L.P., and its
affiliates)
Offeror identified: 18:15 13-Jun-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Spirent Communications plc
Offer period commenced: 07:00 05-Mar-2024
3 1/3p ordinary ISIN: GB0004726096 NSI: 581,149,370
ADR ISIN: US84856M2098
OFFEROR: Keysight Technologies Inc.
Offeror identified: 07:00 28-Mar-2024
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Trakm8 Holdings plc
Offer period commenced: 15:34 01-May-2025
1p ordinary ISIN: GB00B0P1RP10 NSI: 49,975,002
Convertible loan note GBP: 2,570,000
OFFEROR: Brillian UK Limited (a company within the Omegro portfolio and
wholly-owned, indirectly, by Constellation Software Inc.)
Offeror identified: 15:34 01-May-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Warehouse REIT plc
Offer period commenced: 17:30 03-Mar-2025
1p ordinary ISIN: GB00BD2NCM38 NSI: 424,861,650
OFFEROR: Wapping Bidco Ltd (a newly-formed company indirectly owned by
investment funds advised by affiliates of Blackstone Inc.)
Offeror identified: 17:30 03-Mar-2025
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEROR: Tritax Big Box REIT plc
Offeror identified: 07:11 25-Jun-2025
Rule 2.6 deadline: N/A
1p ordinary ISIN: GB00BG49KP99 NSI: 2,480,677,459
OFFEREE: Wood Group (John) plc
Offer period commenced: 14:31 24-Feb-2025
4 2/7 p ordinary ISIN: GB00B5N0P849 NSI: 691,839,369
OFFEROR: Dar Al-Handasah Consultants Shair and Partners Holdings Ltd (Sidara)
Offeror identified: 14:31 24-Feb-2025
Rule 2.6 deadline: 17:00 28-Jul-2025
Disclosure of dealings and positions in this offeror is not required
Notes:
1. Rule 8 of the Takeover Code (the "Code") sets out the circumstances in which
Dealing Disclosures and/or Opening Position Disclosures are required to be
made by the parties to an offer, persons acting in concert with them, persons
with an interest in relevant securities of 1% or more and exempt principal
traders ("EPTs") connected with the parties to an offer.
2. Where an offeror is marked "Disclosure of dealings and positions in this
offeror is not required", dealings and positions in relevant securities of
that offeror are not required to be disclosed under Rule 8. This is either
because it has been announced that the offer or possible offer is, or is
likely to be, solely in cash or because disclosure is not required for some
other reason.
3. Dealings and positions required to be disclosed under Rule 8 of the Code
include dealings and positions in derivatives referenced to, and options in
respect of, relevant securities of an offeree company and, where appropriate,
an offeror (see Note 2 above).
4. The information set out in the Disclosure Table relating to the relevant
securities in issue of an offeree company or of an offeror (and any amendments
thereto) has been extracted from the relevant announcement made by such
company under Rule 2.9 of the Code. Similarly, details of any deadline set
under Rule 2.6 by which a potential offeror must announce either a firm
intention to make a bid or that it does not intend to make an offer (or, in
the case of Rule 2.6(a), by which the Panel must consent to an extension of
the deadline) has been extracted from the relevant announcement made by the
offeree company.
5. Additions and deletions of offeree companies and offerors are reflected in the
Disclosure Table throughout the day, following the relevant announcement.
Other amendments may also be made throughout the day. In any event, details of
the classes of relevant securities issued by an offeree or offeror company,
the number of such securities in issue ("NSI") and the International
Securities Identification Number ("ISIN") of such securities announced under
Rule 2.9 of the Code before 5.00 pm each day will be included in the final
version of the Disclosure Table by 5.30 pm that day. The final version of the
Disclosure Table issued each day will be marked "Final" and persons required
to make Dealing Disclosures and Opening Position Disclosures are advised to
use that final version. Any changes to the Rule 2.6 deadline of a potential
offeror will also be reflected in the "Final" version of the Disclosure Table,
although any such changes will not be shown in the "Amendments" section at the
top of the Disclosure Table.
6. Dealing Disclosures by the parties to an offer, persons acting in concert with
them and connected EPTs must be made by no later than 12 noon on the business
day (as defined in the Code) following the date of the relevant dealing and
Dealing Disclosures by persons with an interest in relevant securities of 1%
or more must be made by 3.30 pm on the business day following the date of the
relevant dealing.
7. Opening Position Disclosures by the parties to an offer and by connected EPTs
must be made by no later than 12 noon on the 10th business day after the
commencement of the offer period or the announcement that first identifies an
offeror (as the case may be). Where required, Opening Position Disclosures by
persons with interests in relevant securities of 1% or more must be made by no
later than 3.30 pm on the 10th business day after the commencement of the
offer period or the announcement that first identifies an offeror (as the case
may be). Details of the time and date at which an offer period commenced and
at which an offeror was first identified are set out in the Disclosure Table.
In order to calculate the deadline for Opening Position Disclosures, it is
therefore necessary to count forward 10 business days from the relevant date.
8. Opening Position Disclosures and Dealing Disclosures required under Rule 8 of
the Code must be made to a Regulatory Information Service ("RIS").
9. This Note is applicable if it says "See Note 9 below" by the name of the
company in the Disclosure Table above. The Executive has granted the company
a dispensation from the requirements under the Code that announcements must be
published via a RIS. The company is instead required to publish all
announcements on its website. The Executive has also granted a dispensation
from Note 3 on Rule 8 of the Code that disclosures made under Rule 8 of the
Code must be made to a RIS. Therefore, Opening Position Disclosures and
Dealing Disclosures required under Rule 8 of the Code may be made to the
company at the address stated in the announcement that commenced the offer
period.
10. The following are approved Regulatory Information Services:
. Business Wire Regulatory Disclosure provided by Business Wire +44 (0)20 7626 1982
. EQS IR COCKPIT provided by EquityStory AG +49 89 21 02 98-50
. GlobeNewswire provided by West Digital Media Solutions +44 (0)20 3753 2071
. MFN provided by Modular Finance +44 (0)20 3026 4414
. PR Newswire Disclose provided by PR Newswire +44 (0)20 7454 5210
. RNS provided by the London Stock Exchange +44 (0)20 7797 4400
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