Director/PDMR Shareholding

RNS Number : 2081R
S4 Capital PLC
25 October 2019
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, GUERNSEY, JERSEY, JAPAN, HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA, REPUBLIC OF IRELAND, SWITZERLAND OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION.

 

 

25 October 2019

S4 CAPITAL PLC

("S4 Capital" or the "Company")

 

Notification of transactions by Persons Discharging Managerial Responsibility ("PDMRs")

 

Earlier today, S4 Capital (SFOR.L) announced that at 8.00 a.m. GMT today 101,091,994 ordinary shares of £0.25 each ("New Ordinary Shares") were admitted to the standard listing segment of the Official List of the Financial Conduct Authority and to trading on the London Stock Exchange's Main Market for listed securities under the ticker "SFOR" ("Admission").

Notification of transactions by PDMRs/PCAs

The Company announces that the following named PDMRs or persons closely associated with such PDMRs acquired the following ordinary shares of £0.25 each in the Company ("New Ordinary Shares") pursuant to the Issue.

PDMR/PCA

Position

Shares acquired

Total beneficial holding after acquisition

Sir Martin Sorrell

Executive Chairman

8,951,377

55,355,077

Scott Spirit

Executive Director and Chief Growth Officer

26,097

161,389

Oro en Fools B.V.

PCA

2,862,153

33,670,378

Peter Rademaker

Executive Director, Group CFO

136,600

844,732

Rupert Faure Walker

Non-Executive Director

251,500

1,555,276

Sue Prevezer

Non-Executive Director

34,494

261,766

Paul Roy

Non-Executive Director

307,266

1,900,129

SEF4 Investment SCSP

PCA

13,729,405

41,212,366

The Notification of Dealing Form for each PDMR can be found below. This notification is made in accordance with the Market Abuse Regulation.

1

Details of the person discharging managerial responsibilities/person closely associated

 

a)

Name

 

Sir Martin Sorrell

2

Reason for the notification

 

a)

Position/status

 

Executive

b)

Initial notification/ Amendment

 

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

Name

 

S4 Capital plc

b)

LEI

 

LEI 21380068SP9V65KPQN68

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 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

4,311,008

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

  4,311,008

 

 

£6,121,631.36

 

e)

Date of the transaction

 

23 October 2019

f)

Place of the transaction

 

XLON

 

2nd transaction

a)

Description of the financial instrument, type of instrument

 

Identification code

Ordinary shares of 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

4,640,369

 

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

4,640,369

 

£6,589,323.98

 

 

e)

Date of the transaction

 

25 October 2019

f)

Place of the transaction

XLON

1

Details of the person discharging managerial responsibilities/person closely associated

 

a)

Name

 

Scott Spirit

2

Reason for the notification

 

a)

Position/status

 

Executive

b)

Initial notification/ Amendment

 

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

Name

 

S4 Capital plc

b)

LEI

 

LEI 21380068SP9V65KPQN68

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 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

12,568

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

12,568

 

£ 17,846.56

 

e)

Date of the transaction

 

23 October 2019

f)

Place of the transaction

 

XLON

 

2nd transaction

a)

Description of the financial instrument, type of instrument

 

Identification code

Ordinary shares of 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

13,529

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

13,529

 

 

£ 19,211.18

 

e)

Date of the transaction

 

25 October 2019

f)

Place of the transaction

 

XLON

 

1

Details of the person discharging managerial responsibilities/person closely associated

 

a)

Name

 

Oro en Fools B.V.

2

Reason for the notification

 

a)

Position/status

 

PCA of executive directors Victor Knaap and Wesley ter Haar

b)

Initial notification/ Amendment

 

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

Name

 

S4 Capital plc

b)

LEI

 

LEI 21380068SP9V65KPQN68

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 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

2,862,153

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

2,862,153

 

£ 4,064,257.26

 

e)

Date of the transaction

 

23 October 2019

f)

Place of the transaction

 

XLON

 

1

Details of the person discharging managerial responsibilities/person closely associated

 

a)

Name

 

Peter Rademaker

2

Reason for the notification

 

a)

Position/status

 

Executive

b)

Initial notification/ Amendment

 

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

Name

 

S4 Capital plc

b)

LEI

 

LEI 21380068SP9V65KPQN68

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 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

65,787

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

65,787

 

£ 93,417.54

 

e)

Date of the transaction

 

23 October 2019

f)

Place of the transaction

 

XLON

 

2nd transaction

 

a)

Description of the financial instrument, type of instrument

 

Identification code

Ordinary shares of 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

70,813

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

70,813

 

£ 100,554.46

 

e)

Date of the transaction

 

25 October 2019

f)

Place of the transaction

 

XLON

 

1

Details of the person discharging managerial responsibilities/person closely associated

 

a)

Name

 

Rupert Faure Walker

2

Reason for the notification

 

a)

Position/status

 

Non-executive director

b)

Initial notification/ Amendment

 

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

Name

 

S4 Capital plc

b)

LEI

 

LEI 21380068SP9V65KPQN68

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 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

121,123

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

121,123

 

£ 171,994.66

 

e)

Date of the transaction

 

23 October 2019

f)

Place of the transaction

 

XLON

 

2nd transaction

 

a)

Description of the financial instrument, type of instrument

 

Identification code

Ordinary shares of 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

130,377

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

130,377

 

£185,135.34

 

e)

Date of the transaction

 

25 October 2019

f)

Place of the transaction

 

XLON

 

1

Details of the person discharging managerial responsibilities/person closely associated

 

a)

Name

 

Sue Prevezer

2

Reason for the notification

 

a)

Position/status

 

Non-executive director

b)

Initial notification/ Amendment

 

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

Name

 

S4 Capital plc

b)

LEI

 

LEI 21380068SP9V65KPQN68

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 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

21,114

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

21,114

 

£29,981.88

 

e)

Date of the transaction

 

23 October 2019

f)

Place of the transaction

 

XLON

 

2nd transaction

 

a)

Description of the financial instrument, type of instrument

 

Identification code

Ordinary shares of 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

13,380

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

13,380

 

£18,999.60

 

e)

Date of the transaction

 

25 October 2019

f)

Place of the transaction

 

XLON

 

1

Details of the person discharging managerial responsibilities/person closely associated

 

a)

Name

 

Paul Roy

2

Reason for the notification

 

a)

Position/status

 

Non-executive director

b)

Initial notification/ Amendment

 

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

Name

 

S4 Capital plc

b)

LEI

 

LEI 21380068SP9V65KPQN68

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 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

307,266

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

307,266

 

£436,317.72

 

e)

Date of the transaction

 

25 October 2019

f)

Place of the transaction

 

XLON

 

1

Details of the person discharging managerial responsibilities/person closely associated

 

a)

Name

 

SEF4 Investment SCSP

2

Reason for the notification

 

a)

Position/status

 

PCA of non-executive director Daniel Pinto

b)

Initial notification/ Amendment

 

Initial

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

Name

 

S4 Capital plc

b)

LEI

 

LEI 21380068SP9V65KPQN68

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 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

2,553,229

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

2,553,229

 

£3,625,585.18

 

e)

Date of the transaction

 

23 October 2019

f)

Place of the transaction

 

XLON

 

2nd transaction

 

a)

Description of the financial instrument, type of instrument

 

Identification code

Ordinary shares of 25 pence each

 

 

 

 

 

GB00BFZZM640

b)

Nature of the transaction

 

 

Share acquisition

 

 

 

c)

Price(s) and volume(s)

 

 

Price(s)

Volume(s)

 

£1.42

 

 

11,176,176

 

 

 

d)

Aggregated information

 

-   Aggregated volume

 

-    Price

 

 

 

 

 

Aggregate Price

Aggregate Volume

Aggregate Total

 

£1.42

 

 

11,176,176

 

£15,870,169.92

 

e)

Date of the transaction

 

25 October 2019

f)

Place of the transaction

 

XLON

Unless otherwise defined, the terms used in this announcement shall have the same meaning as set out in the announcement released by S4 Capital on 8 October 2019.

This Announcement should be read in its entirety. In particular, you should read and understand the information provided in the "Important Notices" section below.

S4 Capital plc
Sir Martin Sorrell (Executive Chairman)

via Powerscourt

Powerscourt (PR Adviser to S4 Capital plc)
Elly Williamson
Jessica Hodgson

Tel: +44 (0)20 7250 1446

Dowgate Capital Limited (Joint Broker and Joint Bookrunner)
James Serjeant
David Poutney

Tel: +44 (0)20 3903 7715

HSBC Bank plc (Joint Broker, Joint Bookrunner and principal bankers)
Sam Barnett
Sam Hart

Tel: +44 (0)20 7991 8888

 

Sir Martin Sorrell, Executive Chairman
S4 Capital plc, 12 St James's Place, London SW1A 1NX
LEI 21380068SP9V65KPQN68

IMPORTANT NOTICES

This Announcement has been prepared by, and is the sole responsibility of, the Directors of S4 Capital plc.

Dowgate Capital Limited ("Dowgate"), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority (the "FCA"), is acting exclusively for S4 Capital plc in connection with the proposals set out in this Announcement and for no one else and will not regard any other person (whether or not a recipient of this Announcement) as a client in relation to the Announcement and will not be responsible to anyone other than S4 Capital plc for providing the protections afforded to their clients or for providing advice in relation to this Announcement or any transaction, matter or arrangement referred to herein.

HSBC Bank plc ("HSBC"), which is authorised in the United Kingdom by the Prudential Regulation Authority ("PRA") and regulated in the United Kingdom by the PRA and the FCA, is acting exclusively for S4 Capital plc in connection with the proposals set out in this Announcement and for no one else and will not regard any other person (whether or not a recipient of this Announcement) as a client in relation to the Announcement and will not be responsible to anyone other than S4 Capital plc for providing the protections afforded to their clients or for providing advice in relation to this Announcement or any transaction, matter or arrangement referred to herein.

No representation or warranty, express or implied, is made or purported to be made by Dowgate or HSBC or any of their respective affiliates or any of their respective affiliates' directors, officers, partners, members employees or advisers ("Representatives"), or on their behalf, as to the contents of this Announcement, or for the omission of any material from this Announcement, including its accuracy, fairness, completeness or verification or sufficiency, or concerning any other document or statement made or purported to be made by it, or on its behalf, in connection with the Company, the Issue or the New Ordinary Shares and nothing in this Announcement is, or shall be relied upon as, a warranty or representation in this respect, whether as to the past or future. No liability whatsoever is accepted by either HSBC or Dowgate or any of their respective affiliates or Representatives for the accuracy of any information or opinions contained in this Announcement or for the omission of any material information, for which the Company is solely responsible. Neither Dowgate nor HSBC has authorised the contents of, or any part of, this Announcement and no liability whatsoever is accepted by Dowgate or HSBC for the accuracy of any information or opinions contained in this document or for the omission of any information from this Announcement.  Each of HSBC, Dowgate and each of their respective affiliates and Representatives disclaim, to the fullest extent permitted by law, all and any liability whether arising in tort, contract or otherwise which they might otherwise be found to have in respect of the acts or omissions of the Company in relation to the Issue this announcement or any such statement.

The New Ordinary Shares have not been, nor will they be, registered under the US Securities Act of 1933, as amended (the "Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States or under the applicable securities laws of Australia, Canada, Japan, or South Africa.  Subject to certain exceptions, the Ordinary Shares may not be offered or sold in the United States, Australia, Canada, Guernsey, Jersey, Japan, Hong Kong Special Administrative Region of the People's Republic of China, Republic of Ireland or Switzerland or to or for the account or benefit of any national, resident or citizen of Australia, Canada, Guernsey, Jersey, Japan, Hong Kong Special Administrative Region of the People's Republic of China, Republic of Ireland or Switzerland or any person located in the United States. The Issue and the distribution of this Announcement in other jurisdictions may be restricted by law and the persons into whose possession this Announcement comes should inform themselves about, and observe, any such restrictions.

 

 


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