20th Nov 2020 15:08
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA (SUBJECT TO CERTAIN LIMITED EXCEPTIONS), AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
SHAFTESBURY PLC
Interests of and notification of transactions by Persons Discharging Managerial Responsibilities and their persons closely connected
As at 17 November 2020, prior to the General Meeting approving the resolutions to enable the Firm Placing, Placing and Open offer and Offer for Subscription, the Directors and their persons closely associated with them ("PCAs") held the Shares as set out in the following table.
As at 17 November 2020:
Name of director | Total shares owned outright | Shares held personally | Name of PCA | Shares held by PCA |
Brian Bickell | 1,292,665 | 792,665 | Kevin Keogh | 500,000 |
Simon Quayle | 1,120,303 | 1,120,303 | - | - |
Tom Welton | 914,421 | 284,585 | Penelope Claire Welton | 629,836 |
Chris Ward | 189,941 | 99,824 | Elizabeth Ward | 90,117 |
Jonathan Nicholls | 45,000 | 45,000 | - | - |
Richard Akers | 12,000 | 12,000 | - | - |
Dermot Mathias | 16,208 | 8,208 | Helen Mathias | 8,000 |
Sally Walden | 60,000 | 40,000 | Martyn Ralph | 20,000 |
Jennelle Tilling | - | - | - | - |
The only changes to the Directors' (and their PCA's) interests in Shares since 17 November 2020 as set out above are those notified by this announcement.
The Company has been notified that the Persons Discharging Managerial Responsibilities ("PDMRs") or PCAs set out in the attached notifications have subscribed for new shares pursuant to the Firm Placing, Placing and Open Offer and Offer for Subscription (the "Capital Raising") announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020. The attached notifications, made in accordance with the requirements of the EU Market Abuse Regulation, give further detail.
As at 20 November 2020:
Name of director | Total shares owned outright | Shares held personally | Name of PCA | Shares held by PCA |
Brian Bickell | 1,305,165 | 805,165 | Kevin Keogh | 500,000 |
Simon Quayle | 1,132,803 | 1,132,803 | - | - |
Tom Welton | 920,671 | 290,835 | Penelope Claire Welton | 629,836 |
Chris Ward | 202,441 | 106,074 | Elizabeth Ward | 96,367 |
Jonathan Nicholls | 57,500 | 57,500 | - | - |
Richard Akers | 14,896 | 14,896 | - | - |
Dermot Mathias | 28,708 | 20,708 | Helen Mathias | 8,000 |
Sally Walden | 61,250 | 41,250 | Martyn Ralph | 20,000 |
Jennelle Tilling | 12,500 | 12,500 | - | - |
All capitalised terms in this announcement but not defined herein have the meaning given to them in the Prospectus, which is available on the Company's website (www.shaftesbury.co.uk), unless otherwise defined herein.
For more information, please contact:
Shaftesbury PLC | 020 7333 8118 |
Desna Martin, Company Secretary 20 November 2020 |
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PDMRS AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Brian Bickell | ||||||
2 | Reason for the notification | |||||||
a) | Position/status
| Chief Executive | ||||||
b) | Initial notification/Amendment
| Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Shaftesbury PLC
| ||||||
b) | LEI | 213800N7LHKFNTDKAT98
| ||||||
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary Shares
GB0007990962 | ||||||
b) | Nature of the transaction
| Acquisition of Ordinary Shares pursuant to the Capital Raising announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020.
| ||||||
c) | Price(s) and volume(s)
|
| ||||||
d) | Aggregated information - Aggregated volume - Price
|
Aggregated volume: 12,500 Price: £50,000 | ||||||
e) | Date of the transaction
| 2020-11-18 | ||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON)
| ||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PDMRS AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Chris Ward | ||||||
2 | Reason for the notification | |||||||
a) | Position/status
| Finance Director | ||||||
b) | Initial notification/Amendment
| Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Shaftesbury PLC
| ||||||
b) | LEI | 213800N7LHKFNTDKAT98
| ||||||
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary Shares
GB0007990962 | ||||||
b) | Nature of the transaction
| Acquisition of Ordinary Shares pursuant to the Capital Raising announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020.
| ||||||
c) | Price(s) and volume(s)
|
| ||||||
d) | Aggregated information - Aggregated volume - Price
|
Aggregated volume: 6,250 Price: £25,000 | ||||||
e) | Date of the transaction
| 2020-11-18 | ||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON)
| ||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PDMRS AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Elizabeth Ward | ||||||
2 | Reason for the notification | |||||||
a) | Position/status
| Person closely associated to Chris Ward, Finance Director | ||||||
b) | Initial notification/Amendment
| Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Shaftesbury PLC
| ||||||
b) | LEI | 213800N7LHKFNTDKAT98
| ||||||
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary Shares
GB0007990962 | ||||||
b) | Nature of the transaction
| Acquisition of Ordinary Shares pursuant to the Capital Raising announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020.
| ||||||
c) | Price(s) and volume(s)
|
| ||||||
d) | Aggregated information - Aggregated volume - Price
|
Aggregated volume: 6,250 Price: £25,000 | ||||||
e) | Date of the transaction
| 2020-11-18 | ||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON)
| ||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PDMRS AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Simon Quayle | ||||||
2 | Reason for the notification | |||||||
a) | Position/status
| Executive Director | ||||||
b) | Initial notification/Amendment
| Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Shaftesbury PLC
| ||||||
b) | LEI | 213800N7LHKFNTDKAT98
| ||||||
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary Shares
GB0007990962 | ||||||
b) | Nature of the transaction
| Acquisition of Ordinary Shares pursuant to the Capital Raising announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020.
| ||||||
c) | Price(s) and volume(s)
|
| ||||||
d) | Aggregated information - Aggregated volume - Price
|
Aggregated volume: 12,500 Price: £50,000 | ||||||
e) | Date of the transaction
| 2020-11-18 | ||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON)
| ||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PDMRS AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Tom Welton | ||||||
2 | Reason for the notification | |||||||
a) | Position/status
| Executive Director | ||||||
b) | Initial notification/Amendment
| Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Shaftesbury PLC
| ||||||
b) | LEI | 213800N7LHKFNTDKAT98
| ||||||
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary Shares
GB0007990962 | ||||||
b) | Nature of the transaction
| Acquisition of Ordinary Shares pursuant to the Capital Raising announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020.
| ||||||
c) | Price(s) and volume(s)
|
| ||||||
d) | Aggregated information - Aggregated volume - Price
|
Aggregated volume: 6,250 Price: £25,000 | ||||||
e) | Date of the transaction
| 2020-11-18 | ||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON)
| ||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PDMRS AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Jonathan Nicholls | ||||||
2 | Reason for the notification | |||||||
a) | Position/status
| Non-Executive Chair
| ||||||
b) | Initial notification/Amendment
| Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Shaftesbury PLC
| ||||||
b) | LEI | 213800N7LHKFNTDKAT98
| ||||||
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary Shares
GB0007990962 | ||||||
b) | Nature of the transaction
| Acquisition of Ordinary Shares pursuant to the Capital Raising announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020.
| ||||||
c) | Price(s) and volume(s)
|
| ||||||
d) | Aggregated information - Aggregated volume - Price
|
Aggregated volume: 12,500 Price: £50,000 | ||||||
e) | Date of the transaction
| 2020-11-18 | ||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON)
| ||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PDMRS AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Richard Akers | ||||||
2 | Reason for the notification | |||||||
a) | Position/status
| Non-Executive Director
| ||||||
b) | Initial notification/Amendment
| Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Shaftesbury PLC
| ||||||
b) | LEI | 213800N7LHKFNTDKAT98
| ||||||
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary Shares
GB0007990962 | ||||||
b) | Nature of the transaction
| Acquisition of Ordinary Shares pursuant to the Capital Raising announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020.
| ||||||
c) | Price(s) and volume(s)
|
| ||||||
d) | Aggregated information - Aggregated volume - Price
|
Aggregated volume: 2,896 Price: £11,584 | ||||||
e) | Date of the transaction
| 2020-11-18 | ||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON)
| ||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PDMRS AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Sally Walden | ||||||
2 | Reason for the notification | |||||||
a) | Position/status
| Non-Executive Director
| ||||||
b) | Initial notification/Amendment
| Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Shaftesbury PLC
| ||||||
b) | LEI | 213800N7LHKFNTDKAT98
| ||||||
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary Shares
GB0007990962 | ||||||
b) | Nature of the transaction
| Acquisition of Ordinary Shares pursuant to the Capital Raising announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020.
| ||||||
c) | Price(s) and volume(s)
|
| ||||||
d) | Aggregated information - Aggregated volume - Price
|
Aggregated volume: 1,250 Price: £5,000 | ||||||
e) | Date of the transaction
| 2020-11-18 | ||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON)
| ||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PDMRS AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Dermot Mathias | ||||||
2 | Reason for the notification | |||||||
a) | Position/status
| Non-Executive Director
| ||||||
b) | Initial notification/Amendment
| Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Shaftesbury PLC
| ||||||
b) | LEI | 213800N7LHKFNTDKAT98
| ||||||
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary Shares
GB0007990962 | ||||||
b) | Nature of the transaction
| Acquisition of Ordinary Shares pursuant to the Capital Raising announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020.
| ||||||
c) | Price(s) and volume(s)
|
| ||||||
d) | Aggregated information - Aggregated volume - Price
|
Aggregated volume: 12,500 Price: £50,000 | ||||||
e) | Date of the transaction
| 2020-11-18 | ||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON)
| ||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PDMRS AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Jennelle Tilling | ||||||
2 | Reason for the notification | |||||||
a) | Position/status
| Non-Executive Director | ||||||
b) | Initial notification/Amendment
| Initial Notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Shaftesbury PLC
| ||||||
b) | LEI | 213800N7LHKFNTDKAT98
| ||||||
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary Shares
GB0007990962 | ||||||
b) | Nature of the transaction
| Acquisition of Ordinary Shares pursuant to the Capital Raising announced by the Company on 22 October 2020 and following the result of the General Meeting held on 17 November 2020.
| ||||||
c) | Price(s) and volume(s)
|
| ||||||
d) | Aggregated information - Aggregated volume - Price
|
Aggregated volume: 12,500 Price: £50,000 | ||||||
e) | Date of the transaction
| 2020-11-18 | ||||||
f) | Place of the transaction | London Stock Exchange, Main Market (XLON)
| ||||||
IMPORTANT NOTICE
This announcement has been issued by and is the sole responsibility of the Company. This announcement is not a prospectus but an advertisement and investors should not acquire any Shares referred to in this announcement except on the basis of the information contained in the Prospectus published by the Company in connection with the Capital Raising. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may or should be placed by any person for any purpose whatsoever on the information contained in this announcement or on its accuracy or completeness. The information in this announcement is subject to change.
This announcement is for information purposes only and is not intended to and does not constitute or form part of any offer or invitation to purchase or subscribe for, or any solicitation to purchase or subscribe for Shares in any jurisdiction. No offer or invitation to purchase or subscribe for, or any solicitation to purchase or subscribe for the New Shares will be made in any jurisdiction in which such an offer or solicitation is unlawful. The information contained in this announcement is not for release, publication or distribution to persons in the United States or any other Excluded Territory, and should not be distributed, forwarded to or transmitted in or into any jurisdiction, where to do so might constitute a violation of local securities laws or regulations.
This announcement is not an offer of securities for sale in the United States. The New Shares, the Application Forms and the Offer for Subscription Application Forms have not been and will not be registered under the Securities Act or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, into or within the United States except pursuant to an applicable exemption from or in a transaction not subject to the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. There will be no public offer of the New Shares in the United States.
The distribution of this announcement into jurisdictions other than the United Kingdom may be restricted by law, and, therefore, persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with any such restrictions may constitute a violation of the securities laws of such jurisdiction.
This announcement does not constitute a recommendation concerning any investor's options with respect to the Capital Raising. The price and value of securities can go down as well as up. Past performance is not a guide to future performance. The contents of this announcement are not to be construed as legal, business, financial or tax advice. Each Shareholder or prospective investor should consult his, her or its own legal adviser, business adviser, financial adviser or tax adviser for legal, financial, business or tax advice.
J.P. Morgan Securities plc (which conducts its UK investment banking activities as J.P. Morgan Cazenove) ("J.P. Morgan Cazenove") is authorised in the United Kingdom by the Prudential Regulation Authority (the "PRA") and authorised and regulated in the United Kingdom by the FCA and the PRA. Liberum Capital Limited ("Liberum" and, together with J.P. Morgan Cazenove, the "Joint Underwriters") is authorised and regulated by the FCA. The Joint Underwriters are not acting for anyone other than the Company and will not be responsible to anyone (whether or not a recipient of this announcement) other than the Company for providing the protections afforded to their clients or for providing advice in relation to the Capital Raising or matters referred to in this announcement.
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SHB.L