6 Mar 2020 14:26
FOR IMMEDIATE RELEASE | 6 March, 2020 |
NMC HEALTH PLC
(the "Company")
Statement regarding major shareholdings
Notification of PDMR Interests
The Company refers to its announcements of 10 February 2020 (RNS number: 4572C), 14 February 2020 (RNS number: 0813D), 18 February 2020 (RNS number: 3932D) and 2 March 2020 (RNS number: 7638E) and to the ongoing legal review being undertaken by its former Joint Non-Executive Chairman, Dr Bavaguthu Raghuram Shetty, and his advisers in order to verify the total interests of Dr B. R. Shetty, his associated family members and his associated family holding companies in the Ordinary Shares of the Company ("Ordinary Shares").
The Company has been notified by advisers to Dr B. R. Shetty of the following matters requiring disclosure:
1. Sale of 2,534,479 Ordinary Shares in the custody of First Abu Dhabi Bank
As referred to in the "Statement regarding major shareholdings" announcement issued by the Company on 10 February 2020 (RNS Number: 4572C), Dr B. R. Shetty had held 4,800,000 Ordinary Shares in a Falcon Private Bank nominee account in the name of Dr B. R. Shetty. As set out in that announcement, Falcon Private Bank informed Dr B. R. Shetty on 5 February 2020 that it was transferring these Ordinary Shares to First Abu Dhabi Bank, at the instruction of First Abu Dhabi Bank.
Dr B. R. Shetty has received information from First Abu Dhabi Bank which indicates that 2,534,479 Ordinary Shares were sold by First Abu Dhabi Bank from this holding of 4,800,000 Ordinary Shares.
Dr B. R. Shetty and his advisers are investigating the details and legal basis of these transactions and the status of the Ordinary Shares remaining in the custody account as part of the ongoing legal review. However, in the light of the information received from First Abu Dhabi Bank, advisers to Dr B. R. Shetty have submitted PDMR notifications to the Company in respect of these sales of Ordinary Shares.
2. Amendments to PCA notifications of 2 March 2020
The Company included, in its "Statement regarding major shareholdings and notification of PDMR interests" announcement of 2 March 2020 (RNS number: 7638E), certain PCA notifications received from advisers to BRS International Holdings Ltd ("BRS International") (of which Dr B. R. Shetty is the sole shareholder) in relation to the sale between 11 and 13 February of 2,600,000 Ordinary Shares which had been held in a First Abu Dhabi Bank account in the name of "BRS International Holding - UAB". These Ordinary Shares were subject to the Memorandum of Understanding dated 31 May 2017. The PCA notifications list the place of the transactions as "unknown".
Advisers to Dr B. R. Shetty have informed the Company that BRS International received a letter from First Abu Dhabi Bank on 3 March 2020 confirming that these transactions took place on the London Stock Exchange (or through trading venues that report execution into the exchange). As such, BRS International Holding Ltd has submitted amended PCA notifications to the Company to specify the place of the transactions.
The PDMR notifications and amended PCA notifications that follow are being disclosed by the Company in the form in which they were received.
The PDMR notifications and amended PCA notifications that follow relate to the periods before and after Dr B. R. Shetty ceased to be a director and Joint Non-Executive Chairman of the Company on 16 February 2020. However, Dr B. R. Shetty's obligation to provide the Company with PDMR/PCA notifications continues as his spouse, Dr C. R. Shetty, remains a PDMR of the Company.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
The below notifications set out Dr. B. R. Shetty's present understanding of the transactions being notified based on information currently available. Dr. B. R. Shetty and his advisers are investigating the details and legal basis of these transactions as part of the ongoing legal review.
1. Sale of 2,534,479 Ordinary Shares in the custody of First Abu Dhabi Bank
1. | Details of the person discharging managerial responsibilities/ person closely associated | ||||||
a) | Name | Dr Bavaguthu Raghuram Shetty | |||||
2. | Reason for the notification | ||||||
a) | Position/status | This notification concerns a person discharging managerial responsibilities, being Dr Bavaguthu Raghuram Shetty who at the time of the transaction was Joint Non-Executive Chairman of the issuer | |||||
b) | Initial notification/ Amendment | This is an initial notification | |||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||||
a) | Name | NMC Health Plc | |||||
b) | LEI | 2138008YQEVWBE1V2M52 | |||||
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv) each place where transactions have been conducted | ||||||
a) | Description of the financial instrument, type of instrument
Identification code | Ordinary shares ISIN: GB00B7FC0762 | |||||
b) | Nature of the transaction | On 5 February 2020, Falcon Private Bank informed Dr B. R. Shetty that it was transferring 4,800,000 Ordinary Shares that had been held in a Falcon Private Bank nominee account in the name of Dr B. R. Shetty to First Abu Dhabi Bank, at the instruction of First Abu Dhabi Bank. Following multiple requests for further information, Dr Shetty received from First Abu Dhabi Bank: · on 24 February 2020, a transaction summary printed on a plain sheet of paper which purports to show (i) an initial holding of 4,800,000 Ordinary Shares with no account specified, (ii) two share sales amounting to 2,534,479 Ordinary Shares in aggregate, and (iii) a resulting balance of 2,265,521 Ordinary Shares. · on 3 March 2020, a letter confirming, among other things, that the 2,265,521 Ordinary Shares shown in the transaction summary is the remaining balance of the 4,800,000 Ordinary Shares received by First Abu Dhabi Bank from Falcon Private Bank and that the transactions specified in the transaction summary took place on London Stock Exchange (or through trading venues that report execution into the exchange). Dr. B. R. Shetty and his advisers are investigating the details and legal basis of these transactions and the status of the remaining shares as part of the ongoing legal review. However, in the light of the information received from First Abu Dhabi Bank, Dr B. R. Shetty is submitting PDMR notifications in respect of the share sales outlined in the transaction summary. This notification relates to one of the sales (1,184,479 Ordinary Shares at a gross price of GBP 11,172,511.32) included in the transaction summary and sets out Dr. B. R. Shetty's present understanding of such sale based on information currently available. | |||||
c) | Price(s) and volume(s) |
| |||||
d) | Aggregated information - Aggregated volume - Price | Aggregated volume: 1184479 Price: GBP 9.4324 Total: GBP 11,172,479.72 | |||||
e) | Date of the transaction | 2020-02-06 | |||||
f) | Place of the transaction | London Stock Exchange - Regulated Market: XLON | |||||
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv) each place where transactions have been conducted | |||||
a) | Description of the financial instrument, type of instrument
Identification code | Ordinary shares ISIN: GB00B7FC0762 | ||||
b) | Nature of the transaction | On 5 February 2020, Falcon Private Bank informed Dr B. R. Shetty that it was transferring 4,800,000 Ordinary Shares that had been held in a Falcon Private Bank nominee account in the name of Dr B. R. Shetty to First Abu Dhabi Bank, at the instruction of First Abu Dhabi Bank. Following multiple requests for further information, Dr Shetty received from First Abu Dhabi Bank: · on 24 February 2020, a transaction summary printed on a plain sheet of paper which purports to show (i) an initial holding of 4,800,000 Ordinary Shares with no account specified, (ii) two share sales amounting to 2,534,479 Ordinary Shares in aggregate, and (iii) a resulting balance of 2,265,521 Ordinary Shares. · on 3 March 2020, a letter confirming, among other things, that the 2,265,521 Ordinary Shares shown in the transaction summary is the remaining balance of the 4,800,000 Ordinary Shares received by First Abu Dhabi Bank from Falcon Private Bank and that the transactions specified in the transaction summary took place on London Stock Exchange (or through trading venues that report execution into the exchange). Dr. B. R. Shetty and his advisers are investigating the details and legal basis of these transactions and the status of the remaining shares as part of the ongoing legal review. However, in the light of the information received from First Abu Dhabi Bank, Dr B. R. Shetty is submitting PDMR notifications in respect of the share sales outlined in the transaction summary. This notification relates to one of the sales (1,350,000 Ordinary Shares at a gross price of GBP 10,745,045.90) included in the statement and sets out Dr. B. R. Shetty's present understanding of such sale based on information currently available. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Aggregated volume: 1350000 Price: GBP 7.9593 Total: GBP 10,745,055.00 | ||||
e) | Date of the transaction | 2020-02-07 | ||||
f) | Place of the transaction | London Stock Exchange - Regulated Market: XLON | ||||
2. Amendments to PCA notifications of 2 March 2020
1. | Details of the person discharging managerial responsibilities/ person closely associated | ||||||
a) | Name | BRS International Holding Ltd | |||||
2. | Reason for the notification | ||||||
a) | Position/status | This notification concerns a person closely associated with a person discharging managerial responsibilities, being Dr. Bavaguthu Raghuram Shetty who at the time of the transaction was Joint Non-Executive Chairman of the issuer | |||||
b) | Initial notification/ Amendment | This is an amendment of PCA notification of 2 March 2020 (RNS Number: 7638E) to include details of the place of each transaction | |||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||||
a) | Name | NMC Health Plc | |||||
b) | LEI | 2138008YQEVWBE1V2M52 | |||||
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv) each place where transactions have been conducted | ||||||
a) | Description of the financial instrument, type of instrument
Identification code | Ordinary shares ISIN: GB00B7FC0762 | |||||
b) | Nature of the transaction | On 24 February 2020, BRS International Holding Ltd received an auto-generated statement from First Abu Dhabi Bank which states that, between 11 and 13 February 2020, 2,600,000 Ordinary Shares in NMC Health plc which had been held in a First Abu Dhabi Bank account in the name of "BRS International Holding - UAB" have been sold. This notification relates to one of the sales (739,523 Ordinary Shares at a gross price of GBP 5,712,680.01) included in the statement and sets out Dr. B. R. Shetty's present understanding of such sale based on information currently available.Dr. B. R. Shetty and his advisers are investigating the details and legal basis of this transaction as part of the ongoing legal review. | |||||
c) | Price(s) and volume(s) |
| |||||
d) | Aggregated information - Aggregated volume - Price | Aggregated volume: 739523 Price: GBP 7.7248 Total: GBP 5,712,667.27 | |||||
e) | Date of the transaction | 2020-02-11 | |||||
f) | Place of the transaction | London Stock Exchange - Regulated Market: XLON | |||||
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv) each place where transactions have been conducted | |||||
a) | Description of the financial instrument, type of instrument
Identification code | Ordinary shares ISIN: GB00B7FC0762 | ||||
b) | Nature of the transaction | On 24 February 2020, BRS International Holding Ltd received an auto-generated statement from First Abu Dhabi Bank which states that, between 11 and 13 February 2020, 2,600,000 Ordinary Shares in NMC Health plc which had been held in a First Abu Dhabi Bank account in the name of "BRS International Holding - UAB" have been sold. This notification relates to one of the sales (1,247,165 Ordinary Shares at a gross price of GBP 10,395,446.43) included in the statement and sets out Dr. B. R. Shetty's present understanding of such sale based on information currently available.Dr. B. R. Shetty and his advisers are investigating the details and legal basis of this transaction as part of the ongoing legal review. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Aggregated volume: 1247165 Price: GBP 8.3352 Total: GBP 10,395,369.71 | ||||
e) | Date of the transaction | 2020-02-12 | ||||
f) | Place of the transaction | London Stock Exchange - Regulated Market: XLON | ||||
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv) each place where transactions have been conducted | |||||
a) | Description of the financial instrument, type of instrument
Identification code | Ordinary shares ISIN: GB00B7FC0762 | ||||
b) | Nature of the transaction | On 24 February 2020, BRS International Holding Ltd received an auto-generated statement from First Abu Dhabi Bank which states that, between 11 and 13 February 2020, 2,600,000 Ordinary Shares in NMC Health plc which had been held in a First Abu Dhabi Bank account in the name of "BRS International Holding - UAB" have been sold. This notification relates to one of the sales (613,312 Ordinary Shares at a gross price of GBP 4,824,032.29) included in the statement and sets out Dr. B. R. Shetty's present understanding of such sale based on information currently available.Dr. B. R. Shetty and his advisers are investigating the details and legal basis of this transaction as part of the ongoing legal review. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information - Aggregated volume - Price | Aggregated volume: 613312 Price: GBP 7.8655 Total: GBP 4,824,005.54 | ||||
e) | Date of the transaction | 2020-02-13 | ||||
f) | Place of the transaction | London Stock Exchange - Regulated Market: XLON | ||||