REG-Water Island Capital Form 8.3 - NUMIS CORPORATION PLC
25/08/2023 13:30
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Form 8.3 - NUMIS CORPORATION PLC
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 Water Island Capital, LLC
are being disclosed:
(b) Owner or controller of interests and short N/A
positions disclosed, if different from 1(a):
The naming of nominee or vehicle companies is
insufficient
(c) Name of offeror/offeree in relation to whose NUMIS CORPORATION PLC
relevant securities this form relates:
Use a separate form for each offeror/offeree
(d) If an exempt fund manager connected with an
offeror/offeree, state this and specify identity of
offeror/offeree:
(e) Date position held/dealing undertaken: 24 Aug 2023
(f) Has the discloser previously disclosed, or are
they today disclosing, under the Code in respect
of any other party to this offer?
No
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: Ordinary shares
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 1,556,846
1.4153
(2) Derivatives (other than options):
(3) Options and agreements to purchase/sell:
1,556,846 1.4153
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 Purchase/sale Number of Price per unit
security
securities
Ordinary Shares Sale 2,912 GBP 3.3400
(b) Derivatives transactions (other than options)
Class of relevant Product Nature of dealing Number of Price per
security
description
reference
unit
e.g. opening/closing a
securities
e.g. CFD
long/short position,
increasing/reducing a
long/short position
(c) Options transactions in respect of existing securities
(i) Writing, selling, purchasing or varying
Class of Product Writing, Number Exercise Type Expiry Option
relevant
description
purchasing,
of
price
date
money
security
e.g. call
selling,
securities
per unit
e.g.
paid/
option
varying etc.
to which
American,
received
option
European
per unit
relates
etc.
(ii) Exercising
Class of relevant Product description Number of Exercise price per
security
e.g. call option
securities
unit
(d) Other dealings (including subscribing for new securities)
Class of relevant Nature of dealing Details Price per unit (if
security
e.g. subscription, conversion
applicable)
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: 25 Aug 2023
Contact name: Scott Gordon
Telephone number: 917-475-9254
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
(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.thetakeoverpanel.org.uk&esheet=53544534&newsitemid=20230825687688&lan=en-US&anchor=www.thetakeoverpanel.org.uk&index=1&md5=6f9960e20c08230ff20163ed1f88fc79)
.
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Water Island Capital, LLC
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