TMT Acquisition PLC Form 8 (OPD) TMT (offeree) re TMT (0993R)
24 Octobre 2023 - 9:26AM
UK Regulatory
TIDMTMTA TIDMBELL
RNS Number : 0993R
TMT Acquisition PLC
24 October 2023
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: TMT Acquisition 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: TMT Acquisition Plc
Use a separate form for each offeror/offeree
---------------------
(d) Is the discloser the offeror or the offeree? Offeree
---------------------
(e) Date position held: 20/10/23
The latest practicable date prior to the disclosure
---------------------
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect Yes - Belluscura Plc
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 4p each in TMT Acquisition Plc
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 Nil Nil
agreements to 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) Beneficial holdings of the Directors of TMT Acquisition Plc (including their close relatives
and the related trusts of either of them) in TMT Acquisition plc ordinary shares of 4p each Name Number of ordinary % of voting share
shares held capital
Harry Hyman(1) 1,265,000 4.60
------------------- ------------------
James Serjeant(2) 867,760 3.15
------------------- ------------------
Jonathan Satchell(3) 1,290,000 4.69
------------------- ------------------
Total 3,422,760 12.44
------------------- ------------------
(1) Total holdings of Harry Hyman and close family members/partner (of which 100,000 TMT Acquisition
Shares are non-beneficial interests held by close relatives/partner)
(2) Total holdings of James Serjeant and close family members (of which 77,760 TMT Acquisition
Shares are non-beneficial interests held by close relatives) are included in this disclosure
because he is a director of TMT Acquisition PLC; however, due to his close connection with
Dowgate Capital Ltd (financial adviser to Belluscura PLC) described in the note to (c) below,
he is deemed to be acting in concert with Belluscura PLC and also with TMT Acquisition PLC
in relation to the possible offer.
(3) Total holdings of Jonathan Satchell and close family members/trusts (of which TMT Acquisition
Shares are non-beneficial interests held by a trust)
(b) Interests of connected advisers
Name Number of ordinary % of voting share
shares held capital
D owgate Group Limited
(1) 625,000 2.27
------------------ -----------------
(1) Dowgate Capital Limited is broker to both TMT Acquisition PLC and to Belluscura PLC, resulting
in its interests in relevant securities also being disclosed in the offeror's Opening Position
Disclosure. Dowgate Capital Ltd is acting as financial adviser to Belluscura PLC in relation
to the Offer and is also deemed to be acting in concert with TMT Acquisition PLC. James Serjeant
is a director and shareholder of Dowgate Group Limited. He is an employee of Dowgate Capital
Limited, a wholly owned subsidiary of Dowgate Group Limited.
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"
N one
(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"
N one
(c) Attachments
Are any Supplemental Forms attached?
Supplemental Form 8 (Open Positions) N o
Supplemental Form 8 (SBL) N o
----
Date of disclosure: 24 October 2023
Contact name: James Serjeant
----------------------
Telephone number: + 44 (0) 20 3903 7717
----------------------
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 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 or visit 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.
END
FEENKQBBOBDKNKB
(END) Dow Jones Newswires
October 24, 2023 03:26 ET (07:26 GMT)
Tmt Acquisition (LSE:TMTA)
Graphique Historique de l'Action
De Avr 2024 à Mai 2024
Tmt Acquisition (LSE:TMTA)
Graphique Historique de l'Action
De Mai 2023 à Mai 2024
