Form 8 (OPD) - Iomart Group plc

RNS Number : 0563O
Iomart Group PLC
01 August 2014
 

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) Identity of the party to the offer making the disclosure:

IOMART 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


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

     Use a separate form for each party to the offer

IOMART GROUP PLC

(d) Is the party to the offer making the disclosure the offeror or the offeree?

OFFEREE

(e) Date position held:

1 AUGUST 2014

(f)  Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?

NO

If YES, specify which:

 

2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates

 

Class of relevant security:

 

iomart Group plc Ordinary Shares of 1p each

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

nil

0%

nil

0%

(2) Derivatives (other than options):

nil

0%

nil

0%

(3) 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 derivative or option positions, 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:

None

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

None

 

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.

 

(c)        Irrevocable commitments and letters of intent

 

Details of any irrevocable commitments or letters of intent procured by the party to the offer making the disclosure or any person acting in concert with it (see Note 3 on Rule 2.11 of the Code):

None

 

 

 

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 of any person acting in concert with the party to the offer making the disclosure:

 

3(a) Shares held by directors of iomart Group plc

 

Director

Number of iomart Group plc ordinary shares of 1 pence each

Percentage of existing issued share capital

Angus MacSween

16,800,552

15.73%

Sarah Haran

1,963,747

1.84%

Richard Logan

981,393

0.92%

Ian Ritchie

151,400

0.14%

Chris Batterham

90,621

0.08%

Crawford Beveridge

30,000

0.03%

 

3(b) Shares options held by directors of iomart Group plc

 

Director

Number of iomart Group plc ordinary shares of 1 pence each

Exercise Price

Vesting Date

Angus MacSween

43,010

46.5p

31.03.2009


113,334

1p

31.05.2014


113,333

1p

31.05.2015


113,333

1p

31.05.2016





Sarah Haran

58,115

50.5p

27.09.2010


42,913

46.5p

31.03.2009


80,000

1p

31.05.2014


80,000

1p

31.05.2015


80,000

1p

31.05.2016





Richard Logan

50,000

74.0p

24.08.2009


28,495

46.5p

31.03.2010


80,000

1p

31.05.2014


80,000

1p

31.05.2015


80,000

1p

31.05.2016

 

Further details of the terms of share options are disclosed in the annual report and accounts which are available on the iomart Group plc website.

 

As announced on 8 January 2014, Angus MacSween, Richard Logan, Sarah Haran and Ian Ritchie (the "Directors") are participating in the iomart Sharesave Plan 2013 (the "Plan"). Under the terms of the Plan, the Directors are committed to contributing £250 per month each, over a three year period. As at 1 February 2017 the accumulated funds can then be withdrawn from the Plan as cash or used to exercise options over iomart Group plc's ordinary shares which have been granted at 191.4 pence per share. Assuming full participation in the Plan, each of the Directors will have 4,702 options over iomart Group plc's ordinary shares.

 

 

3(c) Shares held by iomart Group plc Employee Benefit Trust

 

Trustee

Number of iomart Group plc ordinary shares of 1 pence each

Percentage of existing issued share capital

Appleby Trust (Jersey) Limited

140,773

0.13%

 

 

 

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 3 for each additional class of relevant security.

 

Details of any open derivative or option positions, 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:

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:

1 AUGUST 2014

Contact name:

BRUCE HALL

Telephone number:

0141 931 6400

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk.  The Panel's Market Surveillance Unit is available for consultation in relation to the Code's dealing 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 company news service from the London Stock Exchange
 
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