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Form 8 (OPD) - AdEPT Technology Group PLC

9th Feb 2023 17:30

RNS Number : 5065P
AdEPT Technology Group PLC
09 February 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:

AdEPT Technology Group plc

(b) Owner or controller of interests and short positions disclosed, if 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.

N/A

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

AdEPT Technology Group plc

(d) Is the discloser the offeror or the offeree?

OFFEREE

(e) Date position held:

The latest practicable date prior to the disclosure

8 February 2023

(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

If it is a cash offer or possible cash offer, state "N/A"

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 10 pence each

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

Nil

0.00

Nil

0.00

(2) Cash-settled derivatives:

 

Nil

0.00

Nil

0.00

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

Nil

0.00

Nil

0.00

 

TOTAL:

Nil

0.00

Nil

0.00

 

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:

None

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) Holdings of ordinary shares by directors of AdEPT Technology Group plc and their close relatives:

 

Name

No. Ordinary Shares Held

% of total issued share capital carrying voting rights

Ian Fishwick*

748,791

2.99%

Phil Race

16,191

0.06%

John Swaite

78,506

0.31%

Richard Bligh

2,733

0.01%

 

*Includes their connected persons

 

B) The directors of the Company have the following rights to subscribe for the following relevant AdEPT Technology Group plc securities under the share options plans:

 

Name

Option Scheme

Date of Grant

Vesting period

Expiry Date

Exercise price (pence)

No. of options outstanding

Ian Fishwick

EMI

01/03/2016

3 years

28/02/2026

222

129,440

Ian Fishwick

Unapproved

02/08/2017

3 years

01/08/2027

335

140,000

Phil Race

Unapproved

01/01/2019

3 years

31/12/2028

368

237,018

Phil Race

Unapproved

01/01/2020

3 years

31/12/2029

333

237,018

Phil Race

Unapproved

06/01/2021

3 years

05/01/2031

220

125,149

John Swaite

EMI

01/03/2016

3 years

28/02/2026

222

64,720

John Swaite

Unapproved

02/08/2017

3 years

01/08/2027

335

100,000

Andy Lovett

Unapproved

26/09/2019

3 years

25/09/2029

355

100,000

Andy Lovett

Unapproved

06/01/2021

3 years

05/01/2031

220

125,149

 

 

 

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:

9 February 2023

Contact name:

John Swaite, Chief Financial Officer

Telephone number:

01892 550 243

 

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
 
 
FEEUKUBROWUURAR

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