REG - Glazer Capital, LLC Network Intnl Hldgs - Form 8.3 - Network International Holdings plc

Network International HoldingsAnnouncement

28/03/2024 15:30

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RNS Number : 6066I  Glazer Capital, LLC  28 March 2024

FORM 8.3

 

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

 (a) Identity of the person whose positions/dealings are being disclosed:        Glazer Capital, LLC
 (b) Owner or controller of interests and short positions disclosed, if          NA
 different from 1(a):

      The naming of nominee or vehicle companies is insufficient
 (c) Name of offeror/offeree in relation to whose relevant securities this form  Network International Holdings plc
 relates:

      Use a separate form for each offeror/offeree
 (d) If an exempt fund manager connected with an offeror/offeree, state this     NA
 and specify identity of offeror/offeree:
 (e) Date position held/dealing undertaken:                                      March 27, 2024
 (f)  Has the discloser previously disclosed, or are they today disclosing,      NO
 under the Code in respect of any other party to this offer?

 

2.         POSITIONS OF THE PERSON MAKING THE DISCLOSURE

 

(a)        Interests and short positions in the relevant securities of
the offeror or offeree to which the disclosure relates following the dealing
(if any)

 

 Class of relevant security:                       10p ordinary

                                                   Interests                                               Short positions

                                                   Number                                           %      Number    %
 (1) Relevant securities owned and/or controlled:
 (2) Derivatives (other than options):                                11,455,766                    2.15%
 (3) Options and agreements to purchase/sell:
                                                                      11,455,766                    2.15%

      TOTAL:

 

All interests and all short positions should be disclosed.

 

Details of any open derivative or option positions, or agreements to purchase
or sell relevant securities, should be given on a Supplemental Form 8 (Open
Positions).

 

(b)        Rights to subscribe for new securities (including directors'
and other executive options)

 

 Class of relevant security in relation to which subscription right exists:
 Details, including nature of the rights concerned and relevant percentages:

 

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.

 

3.         DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

 

(a)        Purchases and sales

 

 Class of relevant security  Purchase/sale  Number of securities  Price per unit

 

(b)        Derivatives transactions (other than options)

 

 Class of relevant security  Product description  Nature of dealing                                                              Number of reference securities  Price per unit

                             e.g. CFD             e.g. opening/closing a long/short position, increasing/reducing a long/short
                                                  position
 10p ordinary                Total return swap    Increasing a long position                                                     700,000                         3.94 GBP

 

(c)        Options transactions in respect of existing securities

 

(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                           Expiry date  Option money paid/ received per unit

                                                                                                                                                                                      e.g. American, European etc.

 

 

(ii)        Exercising

 

 Class of relevant security  Product description  Number of securities  Exercise price per unit

                             e.g. call option

 

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

 

 Class of relevant security  Nature of dealing               Details  Price per unit (if applicable)

                             e.g. subscription, conversion

 

The currency of all prices and other monetary amounts should be stated.

 

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.

 

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 person
 making the disclosure and any party to the offer or any person acting in
 concert with a party to the offer:

 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 person 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

 

 Is a Supplemental Form 8 (Open Positions) attached?  NO

 

 

 Date of disclosure:  March 28, 2024
 Contact name:        Ava Lederer
 Telephone number:    212-808-7306

 

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 (mailto:monitoring@disclosure.org.uk) .  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
(http://www.thetakeoverpanel.org.uk) .

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