Last checked at 8 Mar 2018 15:15
DIRECTOR SHAREHOLDING
8 March 2018
Tesco PLC
Confirmation of Interests in Tesco PLC Shares and Grant of Roll Over Options Pursuant to the Tesco PLC and Booker Group plc Merger
Tesco Shareholdings
Following the completion of the recommended all-share merger of Tesco and Booker, holders of ordinary shares of 1 pence in Booker at 6.00 p.m. on 2 March 2018 were entitled to receive 42.6 pence in cash and 0.861 new ordinary shares in Tesco for each share they held in Booker, subject to valid elections made under the mix and match facility.
Tesco has been advised that as a result of completion of the merger, and in accordance with the requirements of the EU Market Abuse Regulation, on 5 March 2018 the following Directors and PDMRs held the following interests in Tesco:
PDMR | Shareholding |
Charles Wilson | 108,550,807 |
Stewart Gilliland | 43,050 |
As previously disclosed, Charles Wilson intends to hold these shares, which includes the 24,533 Tesco PLC shares held previously by him, for five years from 5 March 2018 on, and subject to, the terms of a Lock-up Agreement, subject to certain customary carve-outs.
Grant of Roll Over Options
On 5 February 2018, Tesco PLC made an offer to all participants of the Booker Performance Share Plan to either exercise their options, or be granted options on similar terms over Ordinary Shares in Tesco PLC.
Under the terms of this offer, on 6 March 2018, Charles Wilson, CEO UK and ROI, released his existing Booker PSP option over 1.4 million Booker Group plc ordinary shares, granted on 3 July 2008, in consideration for the grant of a nil-cost option over 1,500,647 Ordinary Shares of 5 pence each in Tesco PLC ("Option").
In accordance with the procedures set out in the letter to Booker PSP participants dated 5 February 2018 as disclosed on the Booker website, the number of Ordinary Shares in Tesco PLC over which the new Option has been granted has been calculated using a market price of 202.00 pence per share, the Tesco PLC closing share price on 2 March 2018. This is on the same basis as other Booker PSP participants.
The Option has vested and is exercisable until 3 July 2018.
The Notification of Dealing Form can be found below. This announcement is made in accordance with Article 19 of the EU Market Abuse Regulation 596/2014.
For enquiries, please contact:
Robert Welch, Company Secretary
Tesco PLC
Tesco House
Shire Park
Kestrel Way
Welwyn Garden City
Hertfordshire
AL7 1GA
Tel: 01707 912985
LEI Number: 2138002P5RNKC5W2JZ46
1 | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Charles Wilson | |
2 | Reason for the notification | ||
a) | Position/status | CEO UK and ROI | |
b) | Initial notification /Amendment | Initial Notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Tesco PLC | |
b) | Legal Entity Identifier | 2138002P5RNKC5W2JZ46 | |
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary shares of 5 pence each
GB0008847096 | |
b) | Nature of the transaction | Grant of a nil-cost option under the Booker PSP pursuant to the Tesco PLC and Booker Group plc Merger in consideration for the release of an outstanding option over Booker Group plc shares under the Booker PSP | |
c) | Currency | GBP | |
d) | Price(s) and volume(s) | Price(s) Nil
The option was granted as a replacement for an option over Booker shares | Volume(s) 1,500,647 |
e) | Aggregated information - Aggregated Volume - Aggregated Price - Aggregated Total |
| |
f) | Date of the transaction | 2018-03-06 | |
g) | Place of the transaction | Outside a trading venue | |
1 | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Charles Wilson | |
2 | Reason for the notification | ||
a) | Position/status | CEO UK and ROI | |
b) | Initial notification /Amendment | Initial Notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Tesco PLC | |
b) | Legal Entity Identifier | 2138002P5RNKC5W2JZ46 | |
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary shares of 5 pence each
GB0008847096 | |
b) | Nature of the transaction | Allotment of new ordinary shares in Tesco pursuant to the merger of Tesco PLC and Booker Group plc | |
c) | Currency | GBP | |
d) | Price(s) and volume(s) | Price(s) 202 pence per share | Volume(s) 108,526,274 |
e) | Aggregated information - Aggregated Volume - Aggregated Price - Aggregated Total |
108,526,274 202 pence £219,223,073.48 | |
f) | Date of the transaction | 2018-03-05 | |
g) | Place of the transaction | Outside a trading venue | |
1 | Details of the person discharging managerial responsibilities/person closely associated | ||
a) | Name | Stewart Gilliland | |
2 | Reason for the notification | ||
a) | Position/status | Non-executive Director | |
b) | Initial notification /Amendment | Initial Notification | |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
a) | Name | Tesco PLC | |
b) | Legal Entity Identifier | 2138002P5RNKC5W2JZ46 | |
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||
a) | Description of the financial instrument, type of instrument
Identification code
| Ordinary shares of 5 pence each
GB0008847096 | |
b) | Nature of the transaction | Allotment of new ordinary shares in Tesco pursuant to the merger of Tesco PLC and Booker Group plc | |
c) | Currency | GBP | |
d) | Price(s) and volume(s) | Price(s) 202 pence per share | Volume(s) 43,050 |
e) | Aggregated information - Aggregated Volume - Aggregated Price - Aggregated Total |
43,050 202 pence £86,961.00 | |
f) | Date of the transaction | 2018-03-05 | |
g) | Place of the transaction | Outside a trading venue | |