WARNING PDMR DEALING5 Oct 2021 10:58
Hello All
https://www.londonstockexchange.com/news-article/TILS/director-pdmr-dealing/15160614
In my opinion this could well be gearing up for a takeover by Mr Cerrone ! As I understand it if he acquires 30% or more shares with voting rights he has to make a mandatory offer to acquire the company in which case the highest share price for the previous 12 months will be the price at which you will receive for your shares whether you want to sell or not !
YOU DO NOT GET A CHOICE!
PDMR Dealing
London, New York, 5 October 2021 - Tiziana Life Sciences plc (Nasdaq: TLSA / AIM: TILS) ("Tiziana" or the "Company"), a biotechnology company focused on innovative therapeutics for oncology, inflammation and infectious diseases, today announces that it has been notified that Panetta Partners Limited, an entity in which Gabriele Cerrone, the Executive Chairman has a beneficial interest, purchased 60,000 ordinary shares of 3p each in the market at a price of 50p per share.
The acquisition takes Mr Cerrone's interests from 34.148% to 34.178% (within the 1% incremental threshold under Note 11 to Rule 9 of the UK Takeover Code).
When does Rule 9 apply?
Under Rule 9 of the Code the acquisition or consolidation of control of a Code company (i.e. taking an interest in shares carrying 30% or more of the voting rights or acquiring any interest in shares carrying voting rights when already interested in shares carrying not less than 30% and not more than 50% of the company’s voting rights) will result in the acquiror having to make a mandatory offer for all the other shares in the company. Control being:
taking an interest in shares carrying 30% or more of the voting rights; or
acquiring any interest in shares carrying voting rights when already interested in shares carrying between 30% and 50% (inclusive) of the company's voting rights.
Certain financing related transactions involving a Code company could fall within the scope of Rule 9. For example,
an issue of new shares constituting 30% or more of the voting rights to a single party or a concert party, which would otherwise require a waiver of Rule 9 under Appendix 1 of the Code (a “whitewash”), or
an acquisition of shares or interests in shares which would otherwise breach the limits in Rule 9, when the security is enforced by a lender.
https://www.simmons-simmons.com/en/publications/ckbv1l47e671t0926pzv28za4/distressed-situations-and-the-uk-takeover-code
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