THE TAKEOVER PANEL - DISCLOSURE TABLE |
24 September 2021 - FINAL |
The following are today's changes to the Disclosure Table: |
ADDITIONS |
None |
DELETIONS |
None |
OTHER AMENDMENTS |
OFFEREE: Entain plc | ||
Offer period commenced: 15:29 21-Sep-2021 | ||
EUR 0.01 ordinary | ISIN: IM00B5VQMV65 | NSI: 585,591,361 |
OFFEROR: DraftKings Inc | ||
Offeror identified: 15:29 21-Sep-2021 | ||
Rule 2.6 deadline: 17:00 19-Oct-2021 | ||
USD 0.0001 class A common | ISIN: US26142R1041 | NSI: 405,458,750 |
USD 0.0001 class B common | | NSI: 393,013,951 |
Convertible Senior Notes 2028 | ISIN: US26142RAA23 | USD: 1,265,000,000 |
OFFEREE: Wm Morrison Supermarkets plc (See Note 10 below) | ||
Offer period commenced: 15:30 19-Jun-2021 | ||
10p ordinary | ISIN: GB0006043169 | NSI: 2,419,460,761 |
OFFEROR: Market Bidco Limited (a newly incorporated entity formed by | ||
Clayton, Dubilier & Rice, LLP in its capacity as adviser to Clayton, Dubilier & Rice, LLC as manager of CD&R Fund XI) | ||
Offeror identified: 15:30 19-Jun-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required | ||
OFFEROR: Oppidum Bidco Limited (a newly formed company indirectly owned by | ||
funds managed or advised by affiliates of Fortress Investment Group, LLC) | ||
Offeror identified: 07:06 03-Jul-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
DISCLOSURE TABLE |
OFFEREE: Arrow Global Group plc (See Note 10 below) | ||
Offer period commenced: 07:36 08-Feb-2021 | ||
1p ordinary | ISIN: GB00BDGTXM47 | NSI: 177,412,006 |
OFFEROR: Sherwood Acquisitions Limited (a newly-formed company owned by | ||
investment funds managed by TDR Capital LLP) | ||
Offeror identified: 07:36 08-Feb-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Augean plc | ||
Offer period commenced: 07:00 27-May-2021 | ||
1p ordinary | ISIN: GB00B02H2F76 | NSI: 104,971,924 |
OFFEROR: Antwerp Management Limited (a newly-formed company indirectly | ||
owned by funds managed or advised by Morgan Stanley Infrastructure Inc., an indirect subsidiary of Morgan Stanley) | ||
Offeror identified: 07:00 27-May-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required | ||
OFFEROR: Eleia Limited (a newly-formed company indirectly owned by a | ||
consortium consisting of investment funds managed by Ancala Partners LLP and Fiera Infrastructure Inc.) | ||
Offeror identified: 22:30 24-Aug-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Avast plc | ||
Offer period commenced: 22:23 14-Jul-2021 | ||
10p ordinary | ISIN: GB00BDD85M81 | NSI: 1,034,253,952 |
OFFEROR: NortonLifeLock Inc. | ||
Offeror identified: 22:23 14-Jul-2021 | ||
Rule 2.6 deadline: N/A | ||
USD 0.01 common | ISIN: US6687711084 | NSI: 581,736,561 |
2.000% Senior Unsecured Convertible Notes August 2022 | ISIN: US668771AA66 | USD: 625,000,000 |
OFFEREE: Bacanora Lithium plc | ||
Offer period commenced: 12:19 06-May-2021 | ||
10p ordinary | ISIN: GB00BD20C246 | NSI: 384,144,901 |
OFFEROR: Ganfeng International Trading (Shanghai) Limited | ||
Offeror identified: 12:19 06-May-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Blue Prism Group plc | ||
Offer period commenced: 14:56 31-Aug-2021 | ||
1p ordinary | ISIN: GB00BYQ0HV16 | NSI: 96,885,881 |
OFFEROR: TPG Capital | ||
Offeror identified: 14:56 31-Aug-2021 | ||
Rule 2.6 deadline: 17:00 28-Sep-2021 | ||
Disclosure of dealings and positions in this offeror is not required | ||
OFFEROR: Vista Equity Partners | ||
Offeror identified: 14:56 31-Aug-2021 | ||
Rule 2.6 deadline: 17:00 28-Sep-2021 | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Charles Stanley Group plc | ||
Offer period commenced: 07:03 29-Jul-2021 | ||
25p ordinary | ISIN: GB0006556046 | NSI: 52,132,834 |
OFFEROR: Raymond James UK Wealth Management Holdings Limited (a | ||
wholly-owned subsidiary of Raymond James Financial, Inc.) | ||
Offeror identified: 07:03 29-Jul-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Daily Mail and General Trust plc | ||
Offer period commenced: 07:00 12-Jul-2021 | ||
12.5p A Non-Voting | ISIN: GB00BJQZC279 | NSI: 210,798,306 |
12.5p Voting | | NSI: 19,890,364 |
OFFEROR: Rothermere Continuation Limited | ||
Offeror identified: 07:00 12-Jul-2021 | ||
Rule 2.6 deadline: 17:00 30-Sep-2021 | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Drum Income Plus REIT plc | ||
Offer period commenced: 07:00 04-Aug-2021 | ||
10p ordinary | ISIN: GB00BW4NWS02 | NSI: 38,201,990 |
OFFEROR: Custodian REIT plc | ||
Offeror identified: 07:00 04-Aug-2021 | ||
Rule 2.6 deadline: N/A | ||
1p ordinary | ISIN: GB00BJFLFT45 | NSI: 420,603,344 |
OFFEREE: Entain plc | ||
Offer period commenced: 15:29 21-Sep-2021 | ||
EUR 0.01 ordinary | ISIN: IM00B5VQMV65 | NSI: 585,591,361 |
OFFEROR: DraftKings Inc | ||
Offeror identified: 15:29 21-Sep-2021 | ||
Rule 2.6 deadline: 17:00 19-Oct-2021 | ||
USD 0.0001 class A common | ISIN: US26142R1041 | NSI: 405,458,750 |
USD 0.0001 class B common | | NSI: 393,013,951 |
Convertible Senior Notes 2028 | ISIN: US26142RAA23 | USD: 1,265,000,000 |
OFFEREE: Equiniti Group plc (See Note 10 below) | ||
Offer period commenced: 07:00 19-Apr-2021 | ||
0.1p ordinary | ISIN: GB00BYWWHR75 | NSI: 367,757,084 |
OFFEROR: Earth Private Holdings Limited (a newly-formed company owned by | ||
funds managed or advised by Siris Capital Group, LLC) | ||
Offeror identified: 07:00 19-Apr-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: French Connection Group plc | ||
Offer period commenced: 07:00 05-Feb-2021 | ||
1p ordinary | ISIN: GB0033764746 | NSI: 96,612,934 |
OFFEROR: Go Global Retail in conjunction with HMJ International Services Ltd | ||
Offeror identified: 07:00 05-Feb-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required | ||
OFFEROR: A consortium comprising Apinder Singh Ghura, Amarjit Singh Grewal | ||
and KJR Brothers Limited | ||
Offeror identified: 10:31 23-Sep-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Gamesys Group plc (See Note 10 below) | ||
Offer period commenced: 12:23 24-Mar-2021 | ||
10p ordinary | ISIN: GB00BZ14BX56 | NSI: 109,730,109 |
Warrant | | NSI: 1 |
OFFEROR: Bally's Corporation (and Premier Entertainment Sub, LLC an | ||
indirect wholly-owned subsidiary) | ||
Offeror identified: 12:23 24-Mar-2021 | ||
Rule 2.6 deadline: N/A | ||
USD 0.01 common | ISIN: US05875B1061 | NSI: 44,591,127 |
OFFEREE: GCP Student Living plc | ||
Offer period commenced: 17:08 02-Jul-2021 | ||
1p ordinary | ISIN: GB00B8460Z43 | NSI: 455,019,030 |
OFFEROR: Gemini Jersey JV L.P. (a newly formed vehicle owned, directly or | ||
indirectly, by joint offerors Scape Living plc and iQSA Holdco Limited) | ||
Offeror identified: 17:08 02-Jul-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Good Energy Group plc | ||
Offer period commenced: 07:00 12-Jul-2021 | ||
5p ordinary | ISIN: GB0033600353 | NSI: 16,643,067 |
OFFEROR: Ecotricity Group Limited | ||
Offeror identified: 07:00 12-Jul-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: GYG plc | ||
Offer period commenced: 16:36 09-Apr-2021 | ||
0.2p ordinary | ISIN: GB00BZ4FM652 | NSI: 46,615,500 |
OFFEROR: Harwood Capital LLP | ||
Offeror identified: 16:36 09-Apr-2021 | ||
Rule 2.6 deadline: 17:00 15-Oct-2021 | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Meggitt plc | ||
Offer period commenced: 07:00 02-Aug-2021 | ||
5p ordinary | ISIN: GB0005758098 | NSI: 781,824,757 |
OFFEROR: Parker-Hannifin Corporation | ||
Offeror identified: 07:00 02-Aug-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Safestay plc | ||
Offer period commenced: 07:00 17-Sep-2021 | ||
1p ordinary | ISIN: GB00BKT0J702 | NSI: 64,679,014 |
OFFEROR: No named offeror |
OFFEREE: Sanne Group plc | ||
Offer period commenced: 07:00 14-May-2021 | ||
1p ordinary | ISIN: JE00BVRZ8S85 | NSI: 162,178,754 |
OFFEROR: Apex Acquisition Company Limited (an indirect wholly-owned | ||
subsidiary of Apex Group Ltd.) | ||
Offeror identified: 07:00 02-Aug-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Stagecoach Group plc | ||
Offer period commenced: 07:00 21-Sep-2021 | ||
125/228p ordinary | ISIN: GB00B6YTLS95 | NSI: 550,878,747 |
OFFEROR: National Express Group plc | ||
Offeror identified: 07:00 21-Sep-2021 | ||
Rule 2.6 deadline: 17:00 19-Oct-2021 | ||
5p ordinary | ISIN: GB0006215205 | NSI: 614,086,377 |
OFFEREE: Stock Spirits Group plc | ||
Offer period commenced: 07:00 12-Aug-2021 | ||
10p ordinary | ISIN: GB00BF5SDZ96 | NSI: 200,000,000 |
OFFEROR: Sunray Investments Luxembourg S.A R.L. | ||
Offeror identified: 07:00 12-Aug-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Sumo Group plc | ||
Offer period commenced: 07:00 19-Jul-2021 | ||
1p ordinary | ISIN: GB00BD3HV384 | NSI: 171,463,123 |
OFFEROR: Sixjoy Hong Kong Limited (an indirect subsidiary of Tencent | ||
Holdings Limited) | ||
Offeror identified: 07:00 19-Jul-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Ultra Electronics Holdings plc | ||
Offer period commenced: 16:23 25-Jun-2021 | ||
5p ordinary | ISIN: GB0009123323 | NSI: 71,346,099 |
OFFEROR: Cobham Ultra Acquisitions Limited (a wholly-owned indirect | ||
subsidiary of Cobham Group Holdings Limited) | ||
Offeror identified: 16:23 25-Jun-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
OFFEREE: Wm Morrison Supermarkets plc (See Note 10 below) | ||
Offer period commenced: 15:30 19-Jun-2021 | ||
10p ordinary | ISIN: GB0006043169 | NSI: 2,419,460,761 |
OFFEROR: Market Bidco Limited (a newly incorporated entity formed by | ||
Clayton, Dubilier & Rice, LLP in its capacity as adviser to Clayton, Dubilier & Rice, LLC as manager of CD&R Fund XI) | ||
Offeror identified: 15:30 19-Jun-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required | ||
OFFEROR: Oppidum Bidco Limited (a newly formed company indirectly owned by | ||
funds managed or advised by affiliates of Fortress Investment Group, LLC) | ||
Offeror identified: 07:06 03-Jul-2021 | ||
Rule 2.6 deadline: N/A | ||
Disclosure of dealings and positions in this offeror is not required |
Notes: |
1. | Rule 8 of the Takeover Code (the "Code") sets out the circumstances in which Dealing Disclosures and/or Opening Position Disclosures are required to be made by the parties to an offer, persons acting in concert with them, persons with an interest in relevant securities of 1% or more and exempt principal traders ("EPTs") connected with the parties to an offer. |
2. | Where an offeror is marked "Disclosure of dealings and positions in this offeror is not required", dealings and positions in relevant securities of that offeror are not required to be disclosed under Rule 8. This is either because it has been announced that the offer or possible offer is, or is likely to be, solely in cash or because disclosure is not required for some other reason. |
3. | Dealings and positions required to be disclosed under Rule 8 of the Code include dealings and positions in derivatives referenced to, and options in respect of, relevant securities of an offeree company and, where appropriate, an offeror (see Note 2 above). |
4. | The information set out in the Disclosure Table relating to the relevant securities in issue of an offeree company or of an offeror (and any amendments thereto) has been extracted from the relevant announcement made by such company under Rule 2.9 of the Code. Similarly, details of any deadline set under Rule 2.6 by which a potential offeror must announce either a firm intention to make a bid or that it does not intend to make an offer (or, in the case of Rule 2.6(a), by which the Panel must consent to an extension of the deadline) has been extracted from the relevant announcement made by the offeree company. |
5. | Additions and deletions of offeree companies and offerors are reflected in the Disclosure Table throughout the day, following the relevant announcement. Other amendments may also be made throughout the day. In any event, details of the classes of relevant securities issued by an offeree or offeror company, the number of such securities in issue ("NSI") and the International Securities Identification Number ("ISIN") of such securities announced under Rule 2.9 of the Code before 5.00 pm each day will be included in the final version of the Disclosure Table by 5.30 pm that day. The final version of the Disclosure Table issued each day will be marked "Final" and persons required to make Dealing Disclosures and Opening Position Disclosures are advised to use that final version. Any changes to a potential offeror's Rule 2.6 deadline will also be reflected in the "Final" version of the Disclosure Table, although any such changes will not be shown in the "Amendments" section at the top of the Disclosure Table. |
6. | Dealing Disclosures by the parties to an offer, persons acting in concert with them and connected EPTs must be made by no later than 12 noon on the business day (as defined in the Code) following the date of the relevant dealing and Dealing Disclosures by persons with an interest in relevant securities of 1% or more must be made by 3.30 pm on the business day following the date of the relevant dealing. |
7. | Opening Position Disclosures by the parties to an offer and by connected EPTs must be made by no later than 12 noon on the 10th business day after the commencement of the offer period or the announcement that first identifies an offeror (as the case may be). Where required, Opening Position Disclosures by persons with interests in relevant securities of 1% or more must be made by no later than 3.30 pm on the 10th business day after the commencement of the offer period or the announcement that first identifies an offeror (as the case may be). Details of the time and date at which an offer period commenced and at which an offeror was first identified are set out in the Disclosure Table. In order to calculate the deadline for Opening Position Disclosures, it is therefore necessary to count forward 10 business days from the relevant date. |
8. | Opening Position Disclosures and Dealing Disclosures required under Rule 8 of the Code must be made to a Regulatory Information Service ("RIS"). |
9. | This Note is applicable if it says "See Note 9 below" by the name of the company in the Disclosure Table above. The Executive has granted the company a dispensation from the requirements under the Code that announcements must be published via a RIS. The company is instead required to publish all announcements on its website. The Executive has also granted a dispensation from Note 3 on Rule 8 of the Code that disclosures made under Rule 8 of the Code must be made to a RIS. Therefore, Opening Position Disclosures and Dealing Disclosures required under Rule 8 of the Code may be made to the company at the address stated in the announcement that commenced the offer period. |
10. | The words "See Note 10 below" appear by the name of the offeree company in the Disclosure Table above if an offer was announced for the company in accordance with Rule 2.7 of the Code on or before 4 July 2021. That offer, and any competing offer for the offeree company (regardless of when announced), is subject to the Twelfth edition of the Code (as last amended on 31 December 2020). Otherwise, any offer for an offeree company announced under Rule 2.7 on or after 5 July 2021 will be subject to the Thirteenth edition of the Code, which took effect on that date. Both the Twelfth and the Thirteenth editions of the Code are available on the Panel's website. |
11. | The following are approved Regulatory Information Services: | |
| Business Wire Regulatory Disclosure provided by Business Wire | +44 (0)20 7626 1982 |
| GlobeNewswire provided by West Digital Media Solutions | +44 (0)20 3753 2071 |
| PR Newswire Disclose provided by PR Newswire | +44 (0)20 7454 5210 |
| RNS provided by the London Stock Exchange | +44 (0)20 7797 4400 |
| EQS IR.COCKPIT provided by EquityStory AG | +49 89 21 02 98 - 50 |
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