| THE TAKEOVER PANEL - DISCLOSURE TABLE |
| 17 May 2022 - FINAL |
| The following are today's changes to the Disclosure Table: |
| ADDITIONS |
| OFFEREE: ContourGlobal plc | ||
| Offer period commenced: 07:00 17-May-2022 | ||
| 1p ordinary | ISIN: GB00BF448H58 | NSI: 656,140,855 |
| OFFEROR: Cretaceous Bidco Limited (a newly formed company wholly-owned by | ||
| funds advised by Kohlberg Kravis Roberts & Co. L.P. and its affiliates) | ||
| Offeror identified: 07:00 17-May-2022 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| DELETIONS |
| None |
| OTHER AMENDMENTS |
| OFFEREE: Avast plc | ||
| Offer period commenced: 22:23 14-Jul-2021 | ||
| 10p ordinary | ISIN: GB00BDD85M81 | NSI: 1,041,392,471 |
| OFFEROR: Nitro Bidco Limited (a wholly-owned subsidiary of NortonLifeLock | ||
| Inc.) | ||
| Offeror identified: 22:23 14-Jul-2021 | ||
| Rule 2.6 deadline: N/A | ||
| USD 0.01 common | ISIN: US6687711084 | NSI: 580,495,194 |
| 2.000% Senior Unsecured Convertible Notes August 2022 | ISIN: US668771AB40 | USD: 524,900,000 |
| OFFEREE: Meggitt plc | ||
| Offer period commenced: 07:00 02-Aug-2021 | ||
| 5p ordinary | ISIN: GB0005758098 | NSI: 782,872,695 |
| 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: Ted Baker plc | ||
| Offer period commenced: 07:00 18-Mar-2022 | ||
| 5p ordinary | ISIN: GB0001048619 | NSI: 184,616,158 |
| OFFEROR: Sycamore Partners Management L.P. | ||
| Offeror identified: 07:00 18-Mar-2022 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| DISCLOSURE TABLE |
| OFFEREE: Allied Minds plc | ||
| Offer period commenced: 16:38 09-Mar-2022 | ||
| 1p ordinary | ISIN: GB00BLRLH124 | NSI: 239,650,273 |
| OFFEROR: No named offeror | ||
| OFFEREE: Avast plc | ||
| Offer period commenced: 22:23 14-Jul-2021 | ||
| 10p ordinary | ISIN: GB00BDD85M81 | NSI: 1,041,392,471 |
| OFFEROR: Nitro Bidco Limited (a wholly-owned subsidiary of NortonLifeLock | ||
| Inc.) | ||
| Offeror identified: 22:23 14-Jul-2021 | ||
| Rule 2.6 deadline: N/A | ||
| USD 0.01 common | ISIN: US6687711084 | NSI: 580,495,194 |
| 2.000% Senior Unsecured Convertible Notes August 2022 | ISIN: US668771AB40 | USD: 524,900,000 |
| OFFEREE: Brewin Dolphin Holdings plc | ||
| Offer period commenced: 07:00 31-Mar-2022 | ||
| 1p ordinary | ISIN: GB0001765816 | NSI: 303,728,512 |
| OFFEROR: RBC Wealth Management (Jersey) Holdings Limited (an indirect | ||
| wholly-owned subsidiary of Royal Bank of Canada) | ||
| Offeror identified: 07:00 31-Mar-2022 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEREE: CareTech Holdings plc | ||
| Offer period commenced: 07:00 07-Mar-2022 | ||
| 0.5p ordinary | ISIN: GB00B0KWHQ09 | NSI: 113,336,434 |
| OFFEROR: DBAY Advisors Limited | ||
| Offeror identified: 07:00 04-Apr-2022 | ||
| Rule 2.6 deadline: 17:00 30-May-2022 | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEROR: A consortium comprising Sheikh Holdings Group (Investments) | ||
| Limited, Belgravia Investments Limited, Kensington Capital Limited and funds managed by THCS IV GP S.a.r.l and advised by THCP Advisory Limited | ||
| Offeror identified: 07:00 07-Mar-2022 | ||
| Rule 2.6 deadline: 17:00 30-May-2022 | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEREE: Clipper Logistics plc | ||
| Offer period commenced: 14:15 20-Feb-2022 | ||
| 0.05p ordinary | ISIN: GB00BMMV6B79 | NSI: 103,854,115 |
| OFFEROR: GXO Logistics, Inc | ||
| Offeror identified: 14:15 20-Feb-2022 | ||
| Rule 2.6 deadline: N/A | ||
| USD0.01 common stock | ISIN: US36262G1013 | NSI: 114,856,317 |
| OFFEREE: ContourGlobal plc | ||
| Offer period commenced: 07:00 17-May-2022 | ||
| 1p ordinary | ISIN: GB00BF448H58 | NSI: 656,140,855 |
| OFFEROR: Cretaceous Bidco Limited (a newly formed company wholly-owned by | ||
| funds advised by Kohlberg Kravis Roberts & Co. L.P. and its affiliates) | ||
| Offeror identified: 07:00 17-May-2022 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEREE: Forest Company Limited, The (See Note 9 below) | ||
| Offer period commenced: 11:37 22-Nov-2021 | ||
| USD 0.10 ordinary | ISIN: GG00B4TC8Z57 | NSI: 51,243,641 |
| USD 0.10 A ordinary | | |
| OFFEROR: No named offeror | ||
| OFFEREE: HomeServe plc | ||
| Offer period commenced: 16:09 24-Mar-2022 | ||
| 2 9/13p ordinary | ISIN: GB00BYYTFB60 | NSI: 336,471,054 |
| OFFEROR: Brookfield Infrastructure | ||
| Offeror identified: 16:09 24-Mar-2022 | ||
| Rule 2.6 deadline: 17:00 19-May-2022 | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEREE: Ideagen plc | ||
| Offer period commenced: 17:26 14-Apr-2022 | ||
| 1p ordinary | ISIN: GB00B0CM0C50 | NSI: 293,749,829 |
| OFFEROR: Rainforest Bidco Limited (a company controlled by funds managed by | ||
| Hg Pooled Management Limited) | ||
| Offeror identified: 07:05 05-May-2022 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEROR: Astorg | ||
| Offeror identified: 07:05 05-May-2022 | ||
| Rule 2.6 deadline: to be determined | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEREE: Impellam Group plc | ||
| Offer period commenced: 07:00 12-Apr-2022 | ||
| 1p ordinary | ISIN: GB00B8HWGJ55 | NSI: 45,134,461 |
| OFFEROR: No named offeror | ||
| OFFEREE: InnovaDerma plc | ||
| Offer period commenced: 07:01 31-Mar-2022 | ||
| EUR 0.1 ordinary | ISIN: GB00BT9PTW34 | NSI: 28,057,825 |
| OFFEROR: Brand Architekts Group plc | ||
| Offeror identified: 07:01 31-Mar-2022 | ||
| Rule 2.6 deadline: N/A | ||
| 5p ordinary | ISIN: GB0008667304 | NSI: 17,230,702 |
| OFFEREE: John Menzies plc | ||
| Offer period commenced: 07:00 09-Feb-2022 | ||
| 25p ordinary | ISIN: GB0005790059 | NSI: 91,925,716 |
| 100p cumulative preference | ISIN: GB0005790273 | NSI: 1,394,587 |
| OFFEROR: GIL International Holdings V Limited (a wholly-owned subsidiary of | ||
| Agility Public Warehousing Company K.S.C.P.) | ||
| Offeror identified: 07:00 09-Feb-2022 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEREE: M&C Saatchi plc | ||
| Offer period commenced: 07:00 06-Jan-2022 | ||
| 1p ordinary | ISIN: GB00B01F7T14 | NSI: 122,257,465 |
| OFFEROR: AdvancedAdvT Limited (a vehicle connected with Vin Murria) | ||
| Offeror identified: 07:00 06-Jan-2022 | ||
| Rule 2.6 deadline: N/A | ||
| Ordinary NPV | ISIN: VGG0103J1075 | NSI: 133,200,000 |
| OFFEREE: Meggitt plc | ||
| Offer period commenced: 07:00 02-Aug-2021 | ||
| 5p ordinary | ISIN: GB0005758098 | NSI: 782,872,695 |
| 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: Playtech plc | ||
| Offer period commenced: 07:00 03-Feb-2022 | ||
| Ordinary NPV | ISIN: IM00B7S9G985 | NSI: 306,356,693 |
| OFFEROR: An investor group to be formed and advised by TTB Partners Limited | ||
| Offeror identified: 07:00 03-Feb-2022 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEREE: River and Mercantile Group plc | ||
| Offer period commenced: 07:00 23-Nov-2021 | ||
| 0.3p ordinary | ISIN: GB00BLZH7X42 | NSI: 85,779,295 |
| OFFEROR: AssetCo plc | ||
| Offeror identified: 07:00 23-Nov-2021 | ||
| Rule 2.6 deadline: N/A | ||
| 10p ordinary | ISIN: GB00B42VYZ16 | NSI: 8,424,847 |
| 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: Secure Income REIT plc | ||
| Offer period commenced: 07:05 11-May-2022 | ||
| 10p ordinary | ISIN: GB00BLMQ9L68 | NSI: 324,035,146 |
| OFFEROR: LXi REIT plc | ||
| Offeror identified: 07:05 11-May-2022 | ||
| Rule 2.6 deadline: N/A | ||
| 1p ordinary | ISIN: GB00BYQ46T41 | NSI: 911,569,741 |
| OFFEREE: Shaftesbury plc | ||
| Offer period commenced: 22:35 07-May-2022 | ||
| 25p ordinary | ISIN: GB0007990962 | NSI: 384,214,860 |
| OFFEROR: Capital & Counties Properties plc | ||
| Offeror identified: 22:35 07-May-2022 | ||
| Rule 2.6 deadline: 17:00 04-Jun-2022 | ||
| 25p ordinary | ISIN: GB00B62G9D36 | NSI: 851,274,235 |
| OFFEREE: Stagecoach Group plc | ||
| Offer period commenced: 07:00 21-Sep-2021 | ||
| 125/228p ordinary | ISIN: GB00B6YTLS95 | NSI: 551,518,591 |
| OFFEROR: National Express Group plc | ||
| Offeror identified: 07:00 21-Sep-2021 | ||
| Rule 2.6 deadline: N/A | ||
| 5p ordinary | ISIN: GB0006215205 | NSI: 614,086,377 |
| OFFEROR: Inframobility UK Bidco Limited (a company owned by Pan-European | ||
| Infrastructure III, SCSp, a fund managed and advised by DWS Infrastructure) | ||
| Offeror identified: 07:00 09-Mar-2022 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEREE: Ted Baker plc | ||
| Offer period commenced: 07:00 18-Mar-2022 | ||
| 5p ordinary | ISIN: GB0001048619 | NSI: 184,616,158 |
| OFFEROR: Sycamore Partners Management L.P. | ||
| Offeror identified: 07:00 18-Mar-2022 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEREE: Tungsten Corporation plc | ||
| Offer period commenced: 15:18 14-Dec-2021 | ||
| 0.438p ordinary | ISIN: GB00B7Z0Q502 | NSI: 126,537,962 |
| OFFEROR: Project California Bidco Limited (a newly-formed vehicle, | ||
| indirectly wholly-owned by Kofax Parent Limited) | ||
| Offeror identified: 15:18 14-Dec-2021 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEROR: Potential competing offeror | ||
| Offeror identified: 07:00 24-Mar-2022 | ||
| Rule 2.6 deadline: to be determined | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEROR: Pagero Group AB (publ) | ||
| Offeror identified: 07:55 24-Mar-2022 | ||
| 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: 71,749,770 |
| 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: Vivo Energy plc | ||
| Offer period commenced: 07:00 25-Nov-2021 | ||
| USD 0.50 ordinary | ISIN: GB00BDGT2M75 | NSI: 1,266,941,899 |
| OFFEROR: VIP II Blue B.V. (a newly-formed company, being a wholly-owned, | ||
| indirect subsidiary of Vitol Investment Partnership II Limited, itself being an investment vehicle advised by employees of the Vitol Group) | ||
| Offeror identified: 07:00 25-Nov-2021 | ||
| Rule 2.6 deadline: N/A | ||
| Disclosure of dealings and positions in this offeror is not required | ||
| OFFEREE: Vp plc | ||
| Offer period commenced: 07:00 28-Apr-2022 | ||
| 5p ordinary | ISIN: GB0009286963 | NSI: 40,154,253 |
| OFFEROR: No named offeror | ||
| 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 following are approved Regulatory Information Services: |
|
|
| Business Wire Regulatory Disclosure provided by Business Wire | +44 (0)20 7626 1982 |
|
| GlobeNewswire provided by GlobeNewswire UK Limited | +44 (0)20 3753 2071 |
|
| PR Newswire Disclose provided by Cision Group Ltd | +44 (0)20 7454 5210 |
|
| RNS provided by the London Stock Exchange | +44 (0)20 7797 4400 |
|
| EQS COCKPIT provided by EQS Group AG | +44 (0)20 3141 3940 |
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