REG-Sand Grove Capital Management LLP Form 8.3 - WIN LN

WincantonAnnouncement

06/03/2024 15:00

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Form 8.3 - WIN LN

 

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) Full name of discloser:                                                        Sand Grove Capital Management LLP                                             
 (b) Owner or controller of interests and short positions disclosed, if             Fund(s) for which Sand Grove Capital Management LLP serves as the Investment  
 different from 1(a):                                                               Manager or Discretionary Sub-Advisor                                          
 
                                                                                                                                                                
 
The naming of nominee or vehicle companies is insufficient. For a trust, the                                                                                    
 trustee(s), settlor and beneficiaries must be named.                                                                                                             
 (c) Name of offeror/offeree in relation to whose relevant securities this form     Wincanton plc                                                                 
 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:                                         05 March 2024                                                                 
 
                                                                                                                                                                
 
For an opening position disclosure, state the latest practicable date prior to                                                                                  
 the disclosure                                                                                                                                                   
 (f) In addition to the company in 1(c) above, is the discloser making              N/A                                                                           
 disclosures in respect of any other party to the offer?                                                                                                          
 
                                                                                                                                                                
 
If it is a cash offer or possible cash offer, state “N/A”                                                                                                       


2. POSITIONS OF THE PERSON 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 following the dealing (if any)
 Class of relevant security:                                            10p ordinary                                        
 
                                                                                                                          
 
                                                                                                                          
                                                                        Interests                   Short positions         
 
                                                                                                                          
 
                                                                                                                          
                                                                        Number           %          Number          %       
 (1) Relevant securities owned and/or controlled:                                                                           
 (2) Cash-settled derivatives:                                          7,175,313        5.76%                              
 
                                                                                                                          
 
                                                                                                                          
 (3) Stock-settled derivatives (including options) and agreements to                                                        
 purchase/sell:                                                                                                             
                                                                        7,175,313        5.76%                              
 
                                                                                                                          
 
TOTAL:                                                                                                                    


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).

(b) Rights to subscribe for new securities (including directors’ and other
employee options)
 Class of relevant security in relation to which subscription right exists:         
 Details, including nature of the rights concerned and relevant percentages:        


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

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.

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

(a) Purchases and sales
 Class of relevant security    Purchase/sale    Number of securities    Price per unit  
                               
                                                        
                               
                                                        
                                                                                        


(b) Cash-settled derivative transactions
 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                  CFD                    Increasing a long position                                                       708,156                             597p            
 10p Ordinary                  CFD                    Increasing a long position                                                       12,505                              597p            
 10p Ordinary                  CFD                    Increasing a long position                                                       200,000                             597p            
 10p Ordinary                  CFD                    Increasing a long position                                                       100,000                             596.75p         


(c) Stock-settled derivative transactions (including options)

(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) Exercise
 Class of relevant security    Product description    Exercising/ exercised against    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                                               
                                                                                                            
                               
                                                                            
                               
                                                                            


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:                                               
 
                                                                                
 
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 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:    06 March 2024     
 Contact name:          Daniel Mclachlan  
 Telephone number:      +44 203 770 8617  


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.

*If the discloser is a natural person, a telephone number does not need to be
included, provided contact information has been provided to the Panel’s
Market Surveillance Unit.

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=53906256&newsitemid=20240306350357&lan=en-US&anchor=www.thetakeoverpanel.org.uk&index=1&md5=bb2f8182bae300cc4eda27d6ad7a58b2)
.



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