Last checked at 7 Apr 2021 18:14
FORM 8.3
PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Full name of discloser: | TEAM 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 | TEAM plc (OFFEROR) |
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: | N/A |
(e) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure | 06/04/2021 |
(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" | NO |
2. POSITIONS OF THE PERSON 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 following the dealing (if any)
Class of relevant security: | Ordinary Shares | |||
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).
(b) Rights to subscribe for new securities (including directors' and other employee options)
Class of relevant security in relation to which subscription right exists: | |
Details, including nature of the rights concerned and relevant percentages: |
3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE
Name | Number of ordinary shares held | % of voting share capital |
Mark Clubb | 3,353,083 | 20.25 |
Michael Gray | 22,727 | 0.14 |
Philip Taylor | 17,045 | 0.10 |
David Turnbull | 17,045 | 0.10 |
Total | 3,409,900 | 20.59 |
Individual | Number of TEAM plc ordinary shares beneficially owned | % of TEAM plc issued ordinary share capital | Role |
Giles Fitzpatrick | 284,090 | 1.72 | Partner |
Ian Hannam | 284,090 | 1.72 | Founding Partner |
Rupert Fane | 56,818 | 0.34 | Partner |
James Ward | 51,136 | 0.31 | Former CFO |
Richard Clarke | 34,090 | 0.21 | Special Advisor |
Andrew Chubb | 28,409 | 0.17 | Partner |
Matthew Hasson | 28,409 | 0.17 | Partner |
Total | 767,042 | 4.63 |
4. OTHER INFORMATION
(a) Indemnity and other dealing arrangements
(b) Agreements, arrangements or understandings relating to options or derivatives
(c) Attachments
Date of disclosure: | 7 April 2021 |
Contact name: | Matthew Moore |
Telephone number*: | 0153 4877 210 (TEAM plc) |
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.
*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel's Market Surveillance Unit.
The Code can be viewed on the Panel's website at w ww.thetakeoverpanel.org.uk.