Information  X 
Enter a valid email address
  Print      Mail a friend       More announcements

Tuesday 08 October, 2019

Goals Soccer Centres

Form 8 (OPD) - Goals Soccer Centres PLC

RNS Number : 1603P
Goals Soccer Centres PLC
08 October 2019
 

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:

Goals Soccer Centres 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.  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

Goals Soccer Centres plc

(d) Is the discloser the offeror or the offeree?

OFFEREE

(e) Date position held:

     The latest practicable date prior to the disclosure

8 October 2019

(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"

N/A

:

 

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:

 


 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

Nil

Nil

Nil

Nil

(2) Cash-settled derivatives:

 

Nil

Nil

Nil

Nil

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

Nil

Nil

Nil

Nil

 

     TOTAL:

Nil

Nil

Nil

Nil

 

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:

None

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)  Beneficial holdings of directors of Goals Soccer Centres plc in its ordinary shares

 

Name

Number of ordinary shares held

Percentage of ordinary shares held

Andy Anson

Nil

Nil

Michael Bolingbroke

Nil

Nil

Stephen Kirkpatrick

Nil

Nil

Christopher Mills

14,183,000 (1)

18.86%

Jacqueline Ronson

Nil

Nil

Alan Hand

Nil

Nil







 

(1)  Shares are held in name of North Atlantic Smaller Companies Investment Trust (a company where Christopher Mills is Chief Executive and Investment Manager) and Oryx International Growth Fund (managed by Harwood Capital Management (Gibraltar) Limited, a firm which is ultimately owned by Christopher Mills).  

                                                                                   

 

 

(b)  Options and awards held by directors of Goals Soccer Centres plc in its ordinary shares

 

Andy Anson - Chief Executive Officer

 

Name

Grant Date

Price at Grant

Shares in respect of which options granted

Vesting Date

Nil cost options (2016 LTIP)

10 May 2018

£0.0025

660,000

10 May 2021(2)

 

(2)  Subject to performance conditions in order for the options to vest relating to the Company's share price performance over a specified period of three years.

 

(c)  Ordinary Shares held by persons deemed to be acting in concert with Goals Soccer Centres plc

 

 

Holder

No. of Goals Soccer Centres plc Ordinary Shares

Percentage of Goals Soccer Centres plc Ordinary Shares

Canaccord Genuity Wealth Limited

638,250

0.85

Hargreave Hale Limited

3,215,000

4.27

 

 

 

 

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:


Contact name:


Telephone number:


 

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 +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 news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.
 
END
 
 
FEEEAEEPELLNFFF

a d v e r t i s e m e n t