Lamprell plc Form 8 (OPD) - Lamprell plc (7463R)
07 Juillet 2022 - 5:05PM
UK Regulatory
TIDMLAM
RNS Number : 7463R
Lamprell plc
07 July 2022
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: Lamprell plc
(b) Owner or controller of interests and short positions disclosed, if different from 1(a): N/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 relates: Lamprell plc
Use a separate form for each offeror/offeree
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(d) Is the discloser the offeror or the offeree? OFFEREE
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(e) Date position held: 6 July 2022
The latest practicable date prior to the disclosure
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(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect N/A
of any other party to the offer?
If it is a cash offer or possible cash offer, state "N/A"
-------------
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 of 5 pence each
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 Nil - Nil -
purchase/sell:
-------------- ---- ------------- ---
Nil - Nil -
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 in Lamprell shares held by the directors of Lamprell plc and their close persons
and related trusts:
Lamprell Director Role Number of ordinary Percentage
shares of total issued
share capital
(3 decimal places)
Christopher Chief Executive
McDonald Officer 942,085 0.156%
-------------------- ------------------- --------------------
Chief Financial
Antony Wright Officer 179,641 0.044%
-------------------- ------------------- --------------------
Non-Executive
Mel Fitzgerald Director 111,700 0.027%
-------------------- ------------------- --------------------
Non-Executive
John Malcolm Chairman 100,000 0.024%
-------------------- ------------------- --------------------
Senior Independent
Debra Valentine Director 75,000 0.018%
-------------------- ------------------- --------------------
(b) Retention Share Plan awards
Lamprell Role Date of Exercise Number of Date Of
Director grant price ordinary vesting
shares over
which rights
have been
granted and
are
outstanding
Christopher Chief 29 November Nil 995,199 28 November
McDonald Executive 2021 2024
Officer
------------- ------------- ------------- ------------- -------------
Antony Chief 29 November Nil 466,322 28 November
Wright Financial 2021 2024
Officer
------------- ------------- ------------- ------------- -------------
(c) Performance Share Plan awards
Lamprell Role Date Exercise Number of Date Of vesting
Director of grant price ordinary
shares over
which
rights have been
granted and are
outstanding
Christopher Chief 29 November Nil 1,990,398 28 November 2024
McDonald Executive 2021
Officer
----------- ------------ --------- ----------------- -----------------
5 April Nil 1,402,399 4 April 2022*
2019
----------- ------------ --------- ----------------- -----------------
Antony Chief Nil 932,644
Wright Financial 29 November
Officer 2021 28 November 2024
----------- ------------ --------- ----------------- -----------------
5 April Nil 657,124
2019 4 April 2022*
----------- ------------ --------- ----------------- -----------------
*Note : Performance conditions to be tested and awards to be satisfied based on same.
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: 7 July 2022
Contact name: Alexander Ridout, General Counsel and Company Secretary
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Telephone number: +971 4 803 9326
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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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END
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