REG - Tesco PLC - Form 8 (OPD) (Tesco PLC) <Origin Href="QuoteRef">TSCO.L</Origin>
RNS Number : 6044WTesco PLC10 February 2017FORM 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:
Tesco 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
Tesco PLC
(d) Is the discloser the offeror or the offeree?
Offeror
(e) Date position held:
The latest practicable date prior to the disclosure
9 February 2017
(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 Form8 (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) Holdings of directors of Tesco PLC in its ordinary shares
Name
Number of Tesco Shares
Percentage of issued ordinary share capital of Tesco (%)
Dave Lewis
99,950
0.0012
Alan Stewart
50,000
0.0006
John Allan
221,020
0.0027
Carole Allan (wife of John Allan)
3,329
0.0000
Mark Armour
25,000
0.0003
Mikael Olsson
5,000
0.0001
TOTAL
404,299
0.0049
b) Holdings of directors of Tesco PLC in ADRs
Name
Number of ADRs
Equivalent number of Tesco Shares
Percentage of issued ordinary share capital of Tesco (%)
Deanna Oppenheimer
34,500
103,500
0.0013
Byron Grote
57,900
173,700
0.0021
TOTAL
92,400
277,200
0.0034
c) Options and awards held by directors of Tesco PLC in its ordinary shares
Tesco Savings Related Share Option Scheme (SAYE)
Name
Grant date
Shares in respect of which options granted
Exercise price
Exercise Date/Period
Dave Lewis
18 November 2015
11,920
151.00 pence per share
1 February 2019 to 31 July 2019
Alan Stewart
18 November 2015
11,920
151.00 pence per share
1 February 2019 to 31 July 2019
Tesco Share Incentive Plan
Name
No. of shares
Dave Lewis
1,848
Alan Stewart
1,741
Nil Cost Options
Dave Lewis:
Name of scheme
Grant date
Shares in respect of which options granted
Exercise price
Exercise date/period
Performance Share Plan 2011
12 May 2016
2,161,405
Nil cost option
12 May 2019to 12 May 2026
Performance Share Plan 2011
24 July 2015
1,566,987
Nil cost option
24 July 2018 to 24 July 2025
Executive Incentive Plan 2014
12 May 2016
939,720
Nil cost option
12 May 2019 to 12 May 2026
Executive Incentive Plan 2014
12 May 2016
469,860
Nil cost option
The earlier of 12 May 2019 or the resumption of dividend payments to ordinary shareholders, to 12 May 2026
Awards granted under listing rule 9.4.2
(buy-out awards)
24 October 2014
610,089
Nil cost option
14 February 2017 to 24 October 2024
Awards granted under listing rule 9.4.2
(buy-out awards)
24 October 2014
452,265
Nil cost option
17 February 2015 to 24 October 2024
Awards granted under listing rule 9.4.2
(buy-out awards)
24 October 2014
607,940
Nil cost option
18 February 2016 to 24 October 2024
Alan Stewart:
Name of scheme
Grant date
Shares in respect of which options granted
Exercise price
Exercise date/ period
Performance Share Plan 2011
12 May 2016
1,178,948
Nil cost option
12 May 2019 to 12 May 2026
Performance Share Plan 2011
24 July 2015
854,720
Nil cost option
24 July 2018 to 24 July 2025
Executive Incentive Plan 2014
12 May 2016
507,449
Nil cost option
12 May 2019 to 12 May 2026
Executive Incentive Plan 2014
12 May 2016
253,724
Nil cost option
The earlier of 12 May 2019 or the resumption of dividend payments to ordinary shareholders, to 12 May 2026
Awards granted under listing rule 9.4.2(buy-out awards)
6 July 2015
56,950
Nil cost option
6 July 2018 to 6 July 2025
Awards granted under listing rule 9.4.2(buy-out awards)
24 October 2014
308,543
Nil cost option
23 June 2017 to 24 October 2024
Awards granted under listing rule 9.4.2(buy-out awards)
24 October 2014
252,873
Nil cost option
18 June 2015 to 24 October 2024
Awards granted under listing rule 9.4.2(buy-out awards)
24 October 2014
327,085
Nil cost option
24 June 2016 to 24 October 2024
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:
10 February 2017
Contact name:
Robert Welch - Company Secretary
Telephone number:
+44 (0) 7793 222569
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.
This information is provided by RNSThe company news service from the London Stock ExchangeENDFEESFASUSFWSELE
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