REG - Tavistock Investment - Form 8 (OPD) (Tavistock Investments plc)

Tavistock InvestmentsAnnouncement

31/03/2021 17:10

RNS Number : 1945U
  
Tavistock Investments PLC
  
31 March 2021
  
 

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) Full name of discloser:


Tavistock Investments plc




(b) Owner or controller of interests and short positions disclosed, if 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.


N/A




(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
     Use a separate form for each offeror/offeree


Tavistock Investments plc




(d) Is the discloser the offeror or the offeree?


OFFEREE




(e) Date position held:
     The latest practicable date prior to the disclosure


30 March 2021




(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer? 
     If it is a cash offer or possible cash offer, state "N/A"


NO 
 



 
2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
 
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.
 
(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates
 



Class of relevant security:
 








 
 


Interests


Short positions




Number


%


Number


%




(1) Relevant securities owned and/or controlled:


Nil






Nil








(2) Cash-settled derivatives:
 


Nil






Nil








(3) Stock-settled derivatives (including options) and agreements to purchase/sell:


Nil






Nil








 
     TOTAL:


Nil






Nil







 
All interests and all short positions should be disclosed.
 
Details of 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 (Open Positions).
 
Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).
 
(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



 
 
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 (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:




 
(a)  Beneficial holdings of the Directors of Tavistock Investments plc (including their close relatives) in its ordinary shares of 1p each



Name


Number of ordinary shares held


% of voting share capital




Oliver Cooke


28,959,256


4.76




Brian Raven*


79,521,266


13.08




Peter Dornan


250,000


0.04




Roderic Rennison


705,398


0.12




Total


109,435,920


18.01



 
* Total holdings of Brian Raven and close family members
 
(b)  Rights to subscribe for ordinary shares of 1p each in Tavistock Investments plc
Options over ordinary shares in Tavistock Investments plc



Name


Date of grant


Exercise price (p)


Expiry Date


Number Outstanding


% of enlarged share capital**




Ben Raven*


11 December 2014¹


5.25p


11 December 2024
 


500,000


0.08




13 April 2017² 


5.25p


13 April 2027


2,500,000


0.38




1 April 2018³  


6p


1 April 2028


1,000,000


0.15




1 April 2018 ⁴


6.5p


1 April 2028


1,000,000


0.15








TOTAL


n/a


n/a


5,000,000


0.76



 
* Ben Raven is Managing Director of Tavistock Wealth and Brian Raven's son
** assuming all outstanding options in Tavistock Investments plc are exercised and no other shares are issued
 
¹ vesting criteria: none
² vesting criteria: Pre-tax profit in any year of £5m
³ vesting criteria: Funds Under Management of £1.8bn
⁴ vesting criteria: Pre-tax profit in any year of £7m



 
Details of 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 (Open Positions).
 
Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).
 
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:
Irrevocable commitments and letters of intent should not be included. 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 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:
If there are no such agreements, arrangements or understandings, state "none"




 
None
 



 
(c)        Attachments
 
Are any Supplemental Forms attached?
 



Supplemental Form 8 (Open Positions)


NO




Supplemental Form 8 (SBL)


NO



 
 



Date of disclosure:


31 March 2021




Contact name:


Oliver Cooke




Telephone number:


01753 867000



 
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.
 
The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.
 
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
 

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