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Pin to quick picksGeorgia Capital Regulatory News (CGEO)

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Form 8 (OPD) - Georgia Capital PLC

28 Apr 2020 07:00

RNS Number : 0457L
Georgia Healthcare Group PLC
28 April 2020
 

 FORM 8 (OPD)

 

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

 

1. KEY INFORMATION

 

(a) Full name of discloser:

Georgia Healthcare Group PLC

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.

N/A

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

Georgia Capital PLC

(d) Is the discloser the offeror or the offeree?

OFFEREE

(e) Date position held:

The latest practicable date prior to the disclosure

23 April 2020

(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

If it is a cash offer or possible cash offer, state "N/A"

Yes, in relation to the relevant securities of the offerree, Georgia Healthcare Group PLC.

 

 

2. POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

 

(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates

 

Class of relevant security:

 

Ordinary shares of 0.01 pence in Georgia Capital PLC

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

Nil

Nil

(2) Cash-settled derivatives:

 

Nil

Nil

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

Nil

Nil

 

TOTAL:

Nil

Nil

 

All interests and all short positions should be disclosed.

 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

(b) Rights to subscribe for new securities

 

Class of relevant security in relation to which subscription right exists:

N/A

Details, including nature of the rights concerned and relevant percentages:

N/A

 

 

3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

Details of any interests, short positions and rights to subscribe (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:

 

 

a) Interests of the directors of Georgia Healthcare Group PLC in the ordinary shares of 0.01 pence each held directly in Georgia Capital PLC

 

Director

Number of ordinary shares held directly

% of total issued share capital of Georgia Capital PLC

Nikoloz Gamkrelidze

87,804

0.22%

Bill Huyett

500

0.01%

Irakli Gilauri

721,141

1.80%

David Morrison

53,252

0.13%

Fabian Blank

400

0.01%

 

 

 

b) Interests of the directors of Georgia Healthcare Group PLC subsidiaries in the ordinary shares of 0.01 pence each held directly in Georgia Capital PLC

 

Director

Number of ordinary shares held directly

% of total issued share capital of Georgia Capital PLC

Irakli Gogia

5,000

0.01%

Enriko Beridze

49,232

0.12%

Mikheil Abramidze

9,111

0.02%

 

 

 

c) Interests of the directors of Georgia Healthcare Group PLC in the ordinary shares of 0.01 pence each in Georgia Capital PLC held through Georgia Capital PLC's share plan

 

Director

Vested unexercised shares

Unvested unexercised shares

Total number of ordinary shares held through the Employee Stock Ownership Plan

% of total issued share capital of Georgia Capital PLC

Nikoloz Gamkrelidze

-

27,000

27,000

0.07%

Irakli Gilauri

182,998

586,821

769,819

1.92%

 

 

 

d) Interests of the directors of Georgia Healthcare Group PLC subsidiaries in the ordinary shares of 0.01 pence each in Georgia Capital PLC held through Georgia Capital PLC's share plan

 

Director

Vested unexercised shares

Unvested unexercised shares

Total number of ordinary shares held through the Employee Stock Ownership Plan

% of total issued share capital of Georgia Capital PLC

Enriko Beridze

-

33,640

33,640

0.08%

 

 

 

e) Interests of persons closely associated to directors of Georgia Healthcare Group PLC in the ordinary shares of 0.01 pence each in Georgia Capital PLC

 

Director

Number of ordinary shares held directly

% of total issued share capital of Georgia Capital PLC

Bill Huyett

6,500

0.01%

 

 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

4. OTHER INFORMATION

 

(a) Indemnity and other dealing arrangements

 

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it:

Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none"

 

None

 

 

 

(b) Agreements, arrangements or understandings relating to options or derivatives

 

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

 

None

 

 

(c) Attachments

 

Are any Supplemental Forms attached?

 

Supplemental Form 8 (Open Positions)

NO

Supplemental Form 8 (SBL)

NO

 

 

Date of disclosure:

28 April 2020

Contact name:

Michael Oliver

Telephone number:

07801472268

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

 

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
 
END
 
 
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19th Jan 20243:55 pmRNSTransaction in Own Shares
19th Jan 20242:45 pmRNSDirector/PDMR Shareholding
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16th Jan 20244:19 pmRNSTransaction in Own Shares
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5th Jan 20242:44 pmRNSTransaction in Own Shares
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