REG - Wincanton PLC - Form 8 (OPD) - Wincanton plc
02/02/2024 10:00
For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20240202:nRSB8684Ba&default-theme=true
RNS Number : 8684B Wincanton PLC 02 February 2024
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: Wincanton plc
(b) Owner or controller of interests and short positions disclosed, if N/A
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.
(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) Is the discloser the offeror or the offeree? Offeree
(e) Date position held: 1 February 2024
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"
If YES, specify which:
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: Ordinary shares
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: N/A - N/A -
(2) Cash-settled derivatives: N/A - N/A -
(3) Stock-settled derivatives (including options) and agreements to N/A - N/A -
purchase/sell:
N/A - N/A -
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).
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) Interests of subsidiaries, associated companies and companies of which
such companies are associated companies
N/A
b) Interests held by directors of the Offeree, their close relatives and
the related trusts of any of them (excluding options set out below)
Name Number of shares Percentage of issued share capital (to two decimal places)
Sir Martin Read CBE 58,016 0.04
James Wroath 33,464 0.02
Deborah Lentz 10,022 0.00
John Pattullo OBE 8,000 0.00
Gillian Barr 8,000 0.00
Anthony Bickerstaff 8,000 0.00
Mihiri Jayaweera 8,000 0.00
Thomas Hinton 716 0.00
c) Awards held by directors of the Offeree, their close relatives and the
related trusts of any of them
(1) (2) (3) (4) (5) (6)
Name Share Plan Date of award No. of ordinary shares of 10 pence in Wincanton under award Exercise price per share (GBP) Normal vesting date
Thomas Hinton LTIP 15/08/2022 113,287 Nil 15/08/2025
LTIP 31/07/2023 208,000 Nil 31/07/2026
SIP* N/A 169 Nil Up to January 2029
James Wroath LTIP 02/09/2019 101,689 Nil 02/09/2022
LTIP 30/07/2020 148,785 Nil 31/07/2023
LTIP 30/07/2021 156,186 Nil 30/07/2024
LTIP 15/07/2022 213,461 Nil 15/07/2025
LTIP 31/07/2023 331,172 Nil 31/07/2026
Deferred Bonus Plan 15/07/2022 9,577 Nil 15/07/2024
SIP* N/A 169 Nil Up to January 2029
*SIP shares are held by Equiniti Share Plan Trustees Limited as trustee of the
Wincanton Share Incentive Plan Trust.
All awards ordinarily vest subject to continued employment to the normal
vesting date.
The extent to which awards under the LTIPs vest is also subject to the
achievement of performance targets.
d) Interests of pensions schemes of the Offeree and associated companies
N/A
e) Interests of other persons acting in concert with the Offeree
N/A
c) Awards held by directors of the Offeree, their close relatives and the
related trusts of any of them
(1) (2) (3) (4) (5) (6)
Name Share Plan Date of award No. of ordinary shares of 10 pence in Wincanton under award Exercise price per share (GBP) Normal vesting date
Thomas Hinton LTIP 15/08/2022 113,287 Nil 15/08/2025
LTIP 31/07/2023 208,000 Nil 31/07/2026
SIP* N/A 169 Nil Up to January 2029
James Wroath LTIP 02/09/2019 101,689 Nil 02/09/2022
LTIP 30/07/2020 148,785 Nil 31/07/2023
LTIP 30/07/2021 156,186 Nil 30/07/2024
LTIP 15/07/2022 213,461 Nil 15/07/2025
LTIP 31/07/2023 331,172 Nil 31/07/2026
Deferred Bonus Plan 15/07/2022 9,577 Nil 15/07/2024
SIP* N/A 169 Nil Up to January 2029
*SIP shares are held by Equiniti Share Plan Trustees Limited as trustee of the
Wincanton Share Incentive Plan Trust.
All awards ordinarily vest subject to continued employment to the normal
vesting date.
The extent to which awards under the LTIPs vest is also subject to the
achievement of performance targets.
d) Interests of pensions schemes of the Offeree and associated companies
N/A
e) Interests of other persons acting in concert with the Offeree
N/A
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: 2 February 2024
Contact name: Lyn Colloff
Telephone number: +44 (0)1249 710000
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
(http://www.thetakeoverpanel.org.uk) .
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END FEEUUSKRSVUURRRRecent news on Wincanton
See all newsREG - Official List - Removal - Wincanton Plc
AnnouncementREG - Stock Exch Notice Wincanton PLC - Cancellation - Wincanton Plc
AnnouncementREG - Wincanton PLC GXO Logistics, Inc. GXO Logistics - GXO - Delisting and cancellation of trading of shares
AnnouncementREG-Millennium Partners, L.P. Form 8.3 - Wincanton plc
AnnouncementREG - Bank of Montreal Wincanton PLC - Form 8.3 - Wincanton PLC
Announcement