Source - LSE Regulatory
RNS Number : 6976K
Takeover Panel
01 November 2024
 

THE TAKEOVER PANEL - DISCLOSURE TABLE

 

01 November 2024 - FINAL

 

The following are today's changes to the Disclosure Table:

 

ADDITIONS

 

None

 

DELETIONS

 

None

 

OTHER AMENDMENTS

 

OFFEREE: CAB Payments Holdings plc

Offer period commenced: 16:13 10-Oct-2024

0.0331/3p ordinary

ISIN: GB00BMCYKB41

NSI: 254,143,218

OFFEROR: StoneX Group Inc.

Offeror identified: 16:13 10-Oct-2024

Rule 2.6 deadline: 17:00 07-Nov-2024

Common

ISIN: US8618961085

NSI: 31,939,099

 

DISCLOSURE TABLE

 

OFFEREE: Balanced Commercial Property Trust Limited

Offer period commenced: 07:00 15-Apr-2024

1p ordinary

ISIN: GG00B4ZPCJ00

NSI: 701,550,187

OFFEROR: Starlight Bidco Limited (a newly formed company incorporated in Guernsey and owned by Starwood Funds)

Offeror identified: 07:00 04-Sep-2024

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: Benchmark Holdings plc

Offer period commenced: 07:00 22-Jan-2024

0.1p ordinary

ISIN: GB00BGHPT808

NSI: 739,786,143

OFFEROR: No named offeror

 

OFFEREE: Britvic plc

Offer period commenced: 07:49 21-Jun-2024

20p ordinary

ISIN: GB00B0N8QD54

NSI: 248,906,262

ADR

ISIN: US1111901047

 

OFFEROR: Carlsberg UK Holdings Limited (a wholly owned subsidiary of Carlsberg A/S)

Offeror identified: 07:49 21-Jun-2024

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: Brown (N.) Group plc

Offer period commenced: 07:00 17-Oct-2024

11 1/19p ordinary

ISIN: GB00B1P6ZR11

NSI: 467,631,411

OFFEROR: Falcon 24 Topco Limited (a company owned and controlled by Joshua Alliance)

Offeror identified: 07:00 17-Oct-2024

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: CAB Payments Holdings plc

Offer period commenced: 16:13 10-Oct-2024

0.0331/3p ordinary

ISIN: GB00BMCYKB41

NSI: 254,143,218

OFFEROR: StoneX Group Inc.

Offeror identified: 16:13 10-Oct-2024

Rule 2.6 deadline: 17:00 07-Nov-2024

Common

ISIN: US8618961085

NSI: 31,939,099

 

OFFEREE: Capital & Regional plc

Offer period commenced: 08:46 23-May-2024

10p ordinary

ISIN: GB00BL6XZ716

NSI: 232,996,247

OFFEROR: NewRiver REIT plc

Offeror identified: 08:46 23-May-2024

Rule 2.6 deadline: N/A

1p ordinary

ISIN: GB00BD7XPJ64

NSI: 378,176,668

 

OFFEREE: Centamin plc

Offer period commenced: 07:00 10-Sep-2024

Ordinary NPV

ISIN: JE00B5TT1872

NSI: 1,161,082,695

OFFEROR: AngloGold Ashanti plc

Offeror identified: 07:00 10-Sep-2024

Rule 2.6 deadline: N/A

USD 1 ordinary

ISIN: GB00BRXH2664

NSI: 420,754,869

 

OFFEREE: Digitalbox plc

Offer period commenced: 15:54 04-Oct-2024

1p ordinary

ISIN: GB00BJK9H642

NSI: 117,923,393

OFFEROR: No named offeror

 

OFFEREE: easyHotel Limited (See Note 9 below)

Offer period commenced: 18:19 15-Aug-2024

1p ordinary

 

NSI: 233,982,617

OFFEROR: No named offeror

 

OFFEREE: Eckoh plc

Offer period commenced: 07:00 22-Aug-2024

0.25p ordinary

ISIN: GB0033359141

NSI: 292,387,239

OFFEROR: Eagle UK Bidco Limited (an indirect, wholly-owned subsidiary of certain funds managed by Bridgepoint Advisers II Limited)

Offeror identified: 07:00 30-Oct-2024

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: Equals Group plc

Offer period commenced: 13:39 01-Nov-2023

1p ordinary

ISIN: GB00BLS0XX25

NSI: 190,371,498

OFFEROR: A consortium comprising Embedded Finance Limited, TowerBrook Capital Partners (U.K.) LLP and J.C. Flowers & Co. LLC

Offeror identified: 09:57 20-Mar-2024

Rule 2.6 deadline: 17:00 20-Nov-2024

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: Good Energy Group plc

Offer period commenced: 07:00 28-Oct-2024

5p ordinary

ISIN: GB0033600353

NSI: 18,506,399

OFFEROR: Esyasoft Holding Limited

Offeror identified: 07:00 28-Oct-2024

Rule 2.6 deadline: 17:00 25-Nov-2024

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: Gusbourne plc

Offer period commenced: 07:00 22-Jul-2024

1p ordinary

ISIN: GB00B8TS4M09

NSI: 60,859,341

Warrant 16 December 2024

 

NSI: 3,874,623

OFFEROR: No named offeror

 

OFFEREE: Hargreaves Lansdown plc

Offer period commenced: 18:06 22-May-2024

0.4p ordinary

ISIN: GB00B1VZ0M25

NSI: 474,318,625

OFFEROR: Harp Bidco Limited (a newly formed company to be indirectly owned by CVC Private Equity Funds, Nordic Capital XI Delta, SCSp (acting through its general partner, Nordic Capital XI Delta GP SARL) and Platinum Ivy B 2018 RSC Limited)

Offeror identified: 18:06 22-May-2024

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: International Distribution Services plc

Offer period commenced: 11:33 17-Apr-2024

1p ordinary

ISIN: GB00BDVZYZ77

NSI: 958,293,475

OFFEROR: EP UK Bidco Limited (a newly formed company owned indirectly by EP Corporate Group, a.s. and J&T Capital Partners, a.s.)

Offeror identified: 11:33 17-Apr-2024

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: Learning Technologies Group plc

Offer period commenced: 16:01 27-Sep-2024

0.375p ordinary

ISIN: GB00B4T7HX10

NSI: 792,167,233

OFFEROR: GASC APF, L.P. and certain of its managed or advised funds (including Atlantic Park), accounts and/or affiliates (collectively, General Atlantic)

Offeror identified: 16:01 27-Sep-2024

Rule 2.6 deadline: 17:00 22-Nov-2024

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: musicMagpie plc

Offer period commenced: 07:00 20-Nov-2023

1p ordinary

ISIN: GB00BKY4XG48

NSI: 107,808,287

OFFEROR: AO Ltd (a wholly-owned subsidiary of AO World plc)

Offeror identified: 07:00 02-Oct-2024

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: Oakman Group plc (See Note 9 below)

Offer period commenced: 12:36 21-Aug-2024

10p ordinary

 

NSI: 24,536,277

10p A ordinary

 

NSI: 2,449,405

OFFEROR: No named offeror

 

OFFEREE: Ora Technology plc

Offer period commenced: 09:30 23-Aug-2024

0.1p ordinary

ISIN: GB00BP4YBY34

NSI: 206,677,575

OFFEROR: Kondor AI plc

Offeror identified: 09:30 23-Aug-2024

Rule 2.6 deadline: 17:00 15-Nov-2024

0.1p ordinary

ISIN: GB00BRXKJ754

NSI: 180,050,000

 

OFFEREE: PRS REIT plc, The

Offer period commenced: 13:30 23-Oct-2024

1p ordinary

ISIN: GB00BF01NH51

NSI: 549,251,458

OFFEROR: No named offeror

 

OFFEREE: Smith (DS) plc

Offer period commenced: 10:16 08-Feb-2024

10p ordinary

ISIN: GB0008220112

NSI: 1,380,500,222

OFFEROR: International Paper Company

Offeror identified: 17:30 26-Mar-2024

Rule 2.6 deadline: N/A

common stock

ISIN: US4601461035

NSI: 347,323,080

 

OFFEREE: Spirent Communications plc

Offer period commenced: 07:00 05-Mar-2024

3 1/3p ordinary

ISIN: GB0004726096

NSI: 578,646,363

ADR

ISIN: US84856M2098

 

OFFEROR: Keysight Technologies Inc.

Offeror identified: 07:00 28-Mar-2024

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: TI Fluid Systems plc

Offer period commenced: 16:10 14-Sep-2024

1p ordinary

ISIN: GB00BYQB9V88

NSI: 496,214,659

OFFEROR: ABC Technologies Inc.

Offeror identified: 16:10 14-Sep-2024

Rule 2.6 deadline: 17:00 08-Nov-2024

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: Touchstar plc

Offer period commenced: 00:07 26-Sep-2024

5p ordinary

ISIN: GB00BD9YDB55

NSI: 8,200,077

OFFEROR: No named offeror

 

OFFEREE: Trinity Exploration & Production plc

Offer period commenced: 07:00 01-May-2024

USD 0.01 ordinary

ISIN: GB00BN7CJ686

NSI: 38,802,994

OFFEROR: Lease Operators Limited

Offeror identified: 17:50 24-Jul-2024

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

 

OFFEREE: Tritax EuroBox plc

Offer period commenced: 16:26 03-Jun-2024

1p ordinary

ISIN: GB00BG382L74

NSI: 806,803,984

OFFEROR: Titanium Ruth Bidco Limited (a newly formed company indirectly owned by one of Brookfield's real estate private funds)

Offeror identified: 16:26 03-Jun-2024

Rule 2.6 deadline: N/A

Disclosure of dealings and positions in this offeror is not required

OFFEROR: SEGRO plc

Offeror identified: 07:00 04-Sep-2024

Rule 2.6 deadline: N/A

10p ordinary

ISIN: GB00B5ZN1N88

NSI: 1,352,858,805

 

OFFEREE: Zytronic plc

Offer period commenced: 07:00 16-Oct-2024

1p ordinary

ISIN: GB0006971013

NSI: 10,161,737

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 the Rule 2.6 deadline of a potential offeror 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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