13th Oct 2015 11:20
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: | Darty 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. | |
(c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Darty plc |
(d) Is the discloser the offeror or the offeree? | OFFEREE |
(e) Date position held: The latest practicable date prior to the disclosure | 9 October 2015 |
(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" | Yes - in relation to relevant securities of Groupe Fnac SA |
2. POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates
Class of relevant security:
| ||||
| 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 |
(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: | None |
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: |
3(a) Interests of directors of Darty plc (and persons presumed to be acting in concert with the Directors) in Darty plc ordinary shares
Director | Number of Darty plc ordinary shares | Percentage of existing issued shares |
Régis Schultz | 339,000 | 0.064 |
Albin Jacquemont | 45,000 | 0.008 |
Alan Parker | 459,000 | 0.087 |
Pascal Bazin | 25,000 | 0.005 |
Carlo D'Asaro Biondo | 25,000 | 0.005 |
Michel Léonard | 30,000 | 0.006 |
Antoine Metzger | 25,000 | 0.005 |
Alison Reed | 20,161 | 0.004 |
Agnès Touraine | 40,000 | 0.008 |
3(b) Directors' rights to subscribe in, or receive, Darty plc ordinary shares
LTIP Awards
Director | Year awarded | Number of Darty plc ordinary shares | Vesting date | Percentage of existing issued shares |
Regis Schultz | 2013 | 775,193 | 19/06/2016 | 0.146 |
2013 | 333,333 | 16/09/2016 | 0.063 | |
2013 | 333,333 | 16/09/2017 | 0.063 | |
2014 | 324,002 | 15/09/2017 | 0.061 | |
2014 | 324,002 | 15/09/2018 | 0.061 |
Deferred Bonus by way of share award
Director | Year awarded | Number of Darty plc ordinary shares | Vesting date | Percentage of existing issued shares |
Regis Schultz | 2014 | 370,010 | 25.6 2017 | 0.070 |
2015 | 123,350 | 15.6.2018 | 0.023 |
3(c) Interests in Darty plc securities held by the connected advisers of Darty plc
None
3(d) Interests of Kesa employee share trust in securities of Darty plc
Entity | Number of Darty plc ordinary shares | Percentage of existing issued shares |
Kesa Employee Share Trust | 2,094,141 | 0.38 |
3(e) Interests of Darty pension schemes providing benefits on a defined benefit basis in Darty plc securities
Pension fund entity | Number of Darty plc ordinary shares | Percentage of existing issued shares |
Comet Pension Scheme | 0 | 0.00% |
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 |
| (1) Date of disclosure: | 13 October 2015 |
| (2) Contact name: | Simon Enoch |
| (3) Telephone number: | 020 7269 1400 |
Related Shares:
DRTY.L