Takeover Protection19 Jun 2024 22:16
apologies for the length, get a brew on first...
there’s a bit of a barney going on the other forum today, uncertainty over when the lat ends as there was on here before, so for anyone here that is trying to follow that one as well i stand by my post here on 3rd june. details are in the prospectus which can be downloaded from the company website. pages 5 and 38 state:
“following admission, dr gordon sanghera, dr james will****s and mr clive brown will hold the limited anti-takeover shares, which, potentially for three years from admission …”
and also on page 38 “active lat share for the reasons set out above … (for three years from the date of admission, but, for the avoidance of doubt, only following a change of control of the company)”
we know from the rns at the time that admission was 5th october 2021.
the prospectus also, unhelpfully, states that the protection runs from when the shares are ‘issued’ but it doesn’t define what date that was or if it was different to ‘admission’. from page 207:
“the rights attributable to a lat share will cease (and that lat share will be capable of being repurchased or cancelled by the company) on the earlier of: (a) the date falling three years after the date of the issue of that lat share;…”
however, looking at the filing history on companies house (page 4, 25 oct 2021) it appears to confirm that the lat shares were ‘allotted’ (effectively issued) in october 2021. warning - the following link will automatically download/open a pdf on your device:
https://find-and-update.company-information.service.gov.uk/company/05386273/filing-history/mzmxnjg5nzy4ngfkaxf6a2n4/document?format=pdf&download=0
this file notifies various shares allotted between the dates 5-8th october 2021 and it includes each of the three lta shares as being allotted at that time and they are also included in the statement of capital there for the first time. so i think we can take ‘admission’ and ‘issue’ as being the same date, 5th october 2021.
again, all just my interpretation of the official documents from the company, but i have given you all the source references you need so you can dyor as well. if anyone thinks i am wrong then please post up your reasoning, with evidence, and i’m happy to be corrected if i have missed something.