Form 8 (OPD) - Interests in GVC Holdings Plc

RNS Number : 0914A

GVC Holdings PLC

21 December 2017

 

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")

1.         KEY INFORMATION

(a) Full name of discloser:	GVC Holdings PLC (the "Company")
(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	The Company
(d) Is the discloser the offeror or the offeree?	OFFEROR
(e) Date position held:      The latest practicable date prior to the disclosure	20 December 2017
(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 - Ladbrokes Coral Group plc

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 €0.01 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:	N/A
Details, including nature of the rights concerned and relevant percentages:	N/A

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) Interest in the Company's ordinary shares held by the directors of the Company and their close relatives and related trusts Class of relevant securities Ordinary shares of €0.01 each Beneficial owner Registered holder Number of Company shares held %* Kenneth Alexander TD Direct Investing Nominees Europe Limited 1,585,455 0.5220 Caroline Alexander † Caroline Alexander 313,333 0.1032 Lee Feldman Vidacos Nominees Limited a/c Chascust 734,141 0.2417 Norbert Teufelberger Securities Services Nominees Limited a/c 2276220 755,276 0.2487 Jane Anscombe HSDL Nominees Limited 1,406 0.0005 † Wife of Kenneth Alexander (b) Options over Company shares held by the directors of the Company and their close relatives and related trusts Kenneth Alexander: GVC Share Plan under which awarded Maximum number of Company shares subject to subsisting options Date of grant Exercise period Exercise price 2015 LTIP 2,932,692 (unvested) 3 February 2016 Vest quarterly until 3 August 2018 (when vested in full) and exercisable until 3 February 2026 £4.22 Lee Feldman: 2015 LTIP 1,466,345 (unvested) 3 February 2016 Vest quarterly until 3 August 2018 (when vested in full) and exercisable until 3 February 2026 £4.67 Paul Miles: 2017 CFO Incentive Plan 233,333 (vested) 116,667 (unvested) 30 March 2017 Vest quarterly until 3 August 2018 (when vested in full) and exercisable until 30 March 2027 £4.22 Norbert Teufelberger: 2015 LTIP 28,571 (vested) 28,572 (unvested) 3 February 2016 Vest quarterly until 3 February 2018 (when vested in full) and exercisable until 3 February 2026 £4.22 (c) Interests in the Company's ordinary shares held by the concert parties of the Company Class of relevant securities Ordinary shares of €0.01 each Name Number of Company shares held %* Investec Capital and Investments (Ireland) Limited 2,315 0.0008 * Percentages have been rounded

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)	NO
Supplemental Form 8 (SBL)	NO

Date of disclosure:	21 December 2017
Contact name:	Robert Hoskin
Telephone number:	[phone]

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 [phone].

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

 

END

 

 

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