REG - Dest Maternity CorpMothercare PLC - Form 8 (OPD) - Destination Maternity Corporation <Origin Href="QuoteRef">MTC.L</Origin>

MothercareAnnouncement

06/09/2014 16:42

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RNS Number : 4764M
Destination Maternity Corporation
16 July 2014 
 
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") 
 
1.         KEY INFORMATION 
 
 (a) Identity of the party to the offer making the disclosure:                                                                    Destination Maternity Corporation ("Destination Maternity")  
 (b) Owner or controller of interests and short positions disclosed, if different from 1(a):                                                                                                   
 (c) Name of offeror/offeree in relation to whose relevant securities this form relates:                                          Destination Maternity Corporation                            
 (d) Is the party to the offer making the disclosure the offeror or the offeree?                                                  Offeror                                                      
 (e) Date position held:                                                                                                          15 July 2014                                                 
 (f)  Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?  Yes, Mothercare plc                                          
 
 
2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE 
 
(a)        Interests and short positions in the relevant securities of the
offeror or offeree to which the disclosure relates 
 
 Class of relevant security:                       Shares of Common Stock (excluding treasury shares)  
                                                   Interests                                           Short positions  
 Number                                            %                                                   Number           %  
 (1) Relevant securities owned and/or controlled:  0                                                   0                0  0  
 (2) Derivatives (other than options):             0                                                   0                0  0  
 (3) Options and agreements to purchase/sell:      0                                                   0                0  0  
 TOTAL:                                            0                                                   0                0  0  
 
 
(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  
 
 
(c)        Irrevocable commitments and letters of intent 
 
 Details of any irrevocable commitments or letters of intent procured by the party to the offer making the disclosure or any person acting in concert with it (see Note 3 on Rule 2.11 of the Code):  
 None                                                                                                                                                                                                 
 
 
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 of any person acting in concert with the party to the offer making the disclosure:  
 None                                                                                                                                                  
 
 
3.1        Destination Maternity Directors 
 
                        Shares of Common Stock Held (1)  Options Held  Total Held  Percentage of total issued common stock (excluding treasury shares) (2)  
 Ed Krell               168,981                          133,357       302,338     2.21                                                                     
 Arnaud Ajdler          38,476                           0             38,476      0.28                                                                     
 Barry Erdos            24,000                           0             24,000      0.18                                                                     
 Michael Blitzer        8,000                            0             8,000       0.06                                                                     
 Joseph Goldblum        75,098                           0             75,098      0.55                                                                     
 William Schwartz, Jr.  33,868                           20,000        53,868      0.39                                                                     
 Melissa Payner-Gregor  21,776                           0             21,776      0.16                                                                     
 Allen Weinstein        20,000                           0             20,000      0.15                                                                     
 
 
(1) Includes shares owned directly and indirectly by Director; Also includes
shares of unvested restricted stock. 
 
(2) Based on 13,703,971 outstanding shares (as of July 5, 2014). 
 
3.2        Advisers to Destination Maternity 
 
Bank of America Merrill Lynch 
 
 Class of relevant security:                       Shares of Common Stock  
                                                   Interests               Short positions  
 Number                                            %                       Number           %  
 (1) Relevant securities owned and/or controlled:  0                       0                0  0  
 (2) Derivatives (other than options):             0                       0                0  0  
 (3) Options and agreements to purchase/sell:      0                       0                0  0  
 TOTAL:                                            0                       0                0  0  
 
 
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:  
 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:  
 None                                                                                                                                                                                                                                                                                                                                                                                                           
 
 
(c)        Attachments 
 
Are any Supplemental Forms attached? 
 
 Supplemental Form 8 (Open Positions)    
 Supplemental Form 8 (SBL)               
 
 
 Date of disclosure:  16 July 2014                                    
 Contact name:        Peter Bell / David Russell / David Finkelstein  
 Telephone number:    +44 207 996 1000                                
 
 
This information is provided by RNS
The company news service from the London Stock Exchange