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Tuesday 19 June, 2012

Palmer Capital Prtrs

Form 8 (OPD) Invista Real Estate (INRE)

RNS Number : 7094F
Palmer Capital Partners Limited
19 June 2012
 



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:

PALMER CAPITAL INVESTORS (INDIA) LIMITED

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

     The naming of nominee or vehicle companies is insufficient

NONE

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

     Use a separate form for each party to the offer

INVISTA REAL ESTATE INVESTMENT MANAGEMENT HOLDINGS PLC

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

OFFEROR

(e) Date position held:

18 JUNE 2012

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

NO

 

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:

 


 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

NIL


NIL


(2) Derivatives (other than options):

NIL


NIL


(3) Options and agreements to purchase/sell:

NIL


NIL


 

     TOTAL:

NIL


NIL


 

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:

NIL

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

NIL

 

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):

 

Irrevocable undertakings have been procured by the Offeror from two sources.  Summaries of the undertakings are as follows:

 

Name: HBOS Insurance & Investment Group Limited

 

Relevant Securities: 145,550,000 ordinary shares and 50,000 preferred ordinary shares are subject to the undertaking, including any additional shares in the Offeree in which the shareholder may acquire an interest and may become entitled to exercise, or direct the manner of the exercise of, the voting rights attaching to such shares, and any other shares attributable to or derived from such shares.

 

Termination: The irrevocable terminates if (a) the scheme document is not posted within the period permitted by the Takeover Panel (including any extension period); (b) the board of directors withdraws its recommendation other than in response to a competing bid; (c) the scheme of arrangement lapses; (d) a competing bid is announced, the value of which is equal to or greater than 112.5% of the price to be offered by the Offeror; or (e) the Offeror elects to switch from a scheme to a takeover offer and the consideration payable under such offer involves the use of the cash resources of any member of the Offeree's group and/or the Panel does not consent to such switch.

 

Name: The Wellcome Trust Limited as trustee of the Wellcome Trust

 

Relevant Securities: 65,283,016 ordinary shares are subject to the undertaking, including any additional shares in the Offeree in which the shareholder may acquire an interest and may become entitled to exercise, or direct the manner of the exercise of, the voting rights attaching to such shares, and any other shares attributable to or derived from such shares.

 

Termination: The irrevocable terminates if (a) the scheme document is not posted within the period permitted by the Takeover Panel; (b) the scheme of arrangement lapses or is withdrawn, unless prior to such event the Offeror has switched to a takeover offer; or (c) a competing bid is announced, the value of which is equal to or greater than 112.5% of the price offered by the Offeror.

 

 

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:

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 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:

19 June 2012

Contact name:

Fenchurch Advisory Partners Limited

Telephone number:

+44 (0)20 7382 2222

 

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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