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Form 8 (OPD) Moss Bros Group plc

27 Mar 2020 07:00

RNS Number : 8405H
Moss Bros Group PLC
27 March 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")

 

AMENDED RNS REF: 7408H, CHANGES MADE TO SECTION 3(B)

 

1. KEY INFORMATION

 

(a) Full name of discloser:

Moss Bros 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.

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

Use a separate form for each offeror/offeree

Moss Bros Group plc

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

OFFEROR / OFFEREE

(e) Date position held:

The latest practicable date prior to the disclosure

25 March 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 / NO / N/A

If YES, specify which:

 

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 5 pence each

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

NIL

0

NIL

0

(2) Cash-settled derivatives:

 

NIL

0

NIL

0

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

NIL

0

NIL

0

 

TOTAL:

NIL

0

NIL

0

 

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:

NIL

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

NIL

 

 

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 directors of Moss Bros Group plc in Moss Bros Group plc's ordinary shares of 5 pence each

 

Name

Number of ordinary shares of 5 pence each

Percentage of total issued share capital (%) (excluding any shares held under option)

Colin Porter

509,673

0.5

Brian Brick

1,697,534

1.7

Maurice Helfgott*

400,727*

0.4

*includes shares held or controlled by his spouse Danielle Helfgott and shares held in each of their personal ISAs

 

 

(b) Details of awards granted to the directors of Moss Bros Group plc outstanding

 

Name

Description of Award

Date of Grant

Number of ordinary shares of 5 pence each subject to the outstanding awards

Exercise price (p)

Exercise period

Brian Brick

Option

8 April 2019

 

1,088,709

Nil

4 April 2022 - 4 April 2029

Option

30 April 2018

678,571

Nil

4 April 2021 - 4 April 2028

Option

20 April 2017

324,578

Nil

4 April 2020 - 4 April 2027

Option

20 April 2017

119,301

Nil

11 April 2020 - until about the tenth anniversary of the date of grant.

Option

10 May 2018

46,153

39.00 pence per share

Three years after grant, for a six month period.

 

 

 

(c) Interests in ordinary shares of Moss Bros Group plc held by other concert parties of Moss Bros Group Plc

 

Name

Number and position in respect of ordinary shares of 5 pence each

Percentage of total issued share capital (%)

 

 

 

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)

YES/NO

Supplemental Form 8 (SBL)

YES/NO

 

 

Date of disclosure:

26 March 2020

Contact name:

Bill Adams

Group Finance Director

Telephone number:

+44 (0)20 7447 7200

 

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
 
 
FEEZZGZFVNNGGZG
Date   Source Headline
28th May 20092:49 pmRNSPosting of Annual Report and Accounts
26th Mar 20097:00 amRNSPreliminary Results
19th Mar 200910:11 amRNSAppointment of Chief Executive
18th Mar 20099:23 amRNSChange in Shareholding
16th Jan 20095:22 pmRNSDirectorate Change
18th Dec 20087:00 amRNSDirectorate Change
4th Dec 20084:35 pmRNSPrice Monitoring Extension
1st Dec 200812:07 pmRNSchange in shareholding
1st Dec 200812:04 pmRNSInterim Management Statement
28th Nov 20083:40 pmRNSChange in Shareholding
28th Nov 200811:27 amRNSDisposal of Shareholding
27th Nov 200812:26 pmRNSNo Intention to Make Offer for Moss Bros
25th Nov 200810:13 amRNSChange in Shareholding
21st Nov 200811:19 amRNSEPT Disclosure
20th Nov 20085:10 pmRNSEPT Disclosure
19th Nov 20085:05 pmRNSEPT Disclosure
18th Nov 20084:58 pmRNSEPT Disclosure
17th Nov 200811:20 amRNSEPT Disclosure
17th Nov 20089:50 amRNSEPT Disclosure
13th Nov 200812:00 pmRNSHolding in Company
13th Nov 200810:49 amRNSEPT Disclosure
12th Nov 20085:07 pmRNSEPT Disclosure
12th Nov 20083:00 pmRNSStatement re Warbeck
12th Nov 200810:01 amRNSAcquisition of shares in Moss Bros
14th Oct 20083:14 pmRNSDirector's Share Dealing
7th Oct 200810:23 amRNSChange in Shareholding
30th Sep 200810:32 amRNSChange in Shareholder
25th Sep 20087:00 amRNSInterim Results
27th Aug 20088:59 amRNSBoard Changes
23rd Jul 20087:00 amRNSDirectorate Change
26th Jun 20087:00 amRNSAGM -Proxy
24th Jun 200810:11 amRNSChange in Shareholding
24th Jun 200810:11 amRNSChange in Shareholding
20th Jun 20089:00 amRNSRetirement of Chairman
13th Jun 20087:10 amRNSChange in Shareholding
13th Jun 20087:00 amRNSInterim Management Statement
10th Jun 200811:08 amRNSAnnual Report and Accounts
27th May 20081:04 pmRNSRule 8.1-Moss Bros Group plc
27th May 20087:00 amRNSOffer Update
23rd May 20085:56 pmRNSRule 8.3 - Moss Bros Grp plc
23rd May 200812:27 pmRNSRule 8.1- Moss Bros Group Plc
23rd May 200810:58 amRNSDirector/PDMR Shareholding
23rd May 200810:34 amRNSChange in Shareholding
23rd May 20088:58 amRNSEPT Disclosure
22nd May 20083:32 pmRNSRule 8.3- Moss Bros Group PLC
22nd May 20087:00 amRNSRule 8.3- Moss Bros Grp plc
21st May 20082:12 pmRNSRule 8.3- Moss Bros
20th May 20082:09 pmRNSRule 8.3- Moss Bros
15th May 20083:27 pmRNSRule 8.3- Moss Bros
14th May 20085:23 pmRNSRule 8.3- Moss Bros Grp plc

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