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Form 8 (OPD) (Fenner PLC)

4 Apr 2018 16:51

RNS Number : 8614J
Fenner PLC
04 April 2018
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FORM 8 (OPD)

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PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

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

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1. KEY INFORMATION

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(a) Full name of discloser:

Fenner PLC ("Offeree")

(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.

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

Use a separate form for each offeror/offeree

Fenner PLC

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

Offeree

(e) Date position held:

The latest practicable date prior to the disclosure

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(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"

N/A

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

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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.

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

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Class of relevant security:

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Ordinary Shares of 25 pence each (ISIN: GB0003345054)

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Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

Nil

-

Nil

-

(2) Cash-settled derivatives:

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Nil

-

Nil

-

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

Nil

-

Nil

-

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TOTAL:

Nil

-

Nil

-

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All interests and all short positions should be disclosed.

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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 FormΒ 8 (Open Positions).

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

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(b) Rights to subscribe for new securities

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

None

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

None

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

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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:

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Beneficial holdings of the directors of the Offeree and their close relatives and related trusts in the Offeree's ordinary share capital

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Class of relevant security

Ordinary shares of 25 pence each (ISIN: GB0003345054)

Name

Number

%

Vanda Murray OBE

19,000

0.01

Mark Abrahams

397,293

0.20

Chris Surch

12,773

0.01

Geraint Anderson

1,703

0.00

Michael Ducey

86,450

0.04

Lucia Mary Abrahams

(spouse of Mark Abrahams)

329,433

0.17

Susan Jayne Pratt* (spouse of John Pratt)

36,045

0.02

Total

882,697

0.45

* includes shares held by close family members

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Interests in the Offeree's ordinary shares held by directors of the Offeree pursuant to the Fenner Performance Share Plan 2015

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Name

Plan

Date of grant

Vesting date

Price payable (pence)

Number of shares subject to award

Mark Abrahams

Fenner Performance Share Plan 2015

23 November 2016

23 November 2019

Nil

261, 632

18 January 2018

18 January 2021

Nil

139, 655

John Pratt

Fenner Performance Share Plan 2015

18 November 2015

18 November 2018

Nil

218, 192

23 November 2016

23 November 2019

Nil

109, 202

18 January 2018

18 January 2021

Nil

91, 551

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Interests in the Offeree's ordinary shares held by the COMPUTERSHARE TRUSTEES (JERSEY) LIMITED

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Class of relevant security

Ordinary shares of 25 pence each (ISIN: GB0003345054)

Name

Number

%

COMPUTERSHARE TRUSTEES (JERSEY) LIMITED

114,177

0.06

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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).

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

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4. OTHER INFORMATION

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(a) Indemnity and other dealing arrangements

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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"

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None

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

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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"

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None

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(c) Attachments

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Are any Supplemental Forms attached?

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Supplemental Form 8 (Open Positions)

NO

Supplemental Form 8 (SBL)

NO

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Date of disclosure:

4th April 2018

Contact name:

Debra Bradbury

Telephone number:

+44 148 262 6513

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

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

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

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This information is provided by RNS
The company news service from the London Stock Exchange
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END
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