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Sativa Group PLC - Correction:Form 8 (OPD) Sativa Group Plc

RNS Number : 1677M
Sativa Group PLC
06 May 2020
 

The following replaces the announcement "Public Opening Position Disclosure by a Party to an Offer" released on 5 May 2020 at 10.00 am under RNS No: 9525L

 

The announcement has corrected dates in Section 3 (1c) "Directors share options for Ordinary shares of 0.25p in Sativa Group Plc"

 

 

The amended announcement is set out in full below:

 

 

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:

Sativa 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.  For a trust, the trustee(s), settlor and beneficiaries must be named.

N/A

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

     Use a separate form for each offeror/offeree

Sativa Group Plc

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

OFFEREE

(e) Date position held:

     The latest practicable date prior to the disclosure

01/05/20

(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 / NO / N/A

If YES, specify which:

 

NO

 

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 nominal 0.25p

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

Nil

-

Nil

-

(2) Cash-settled derivatives:

 

Nil

-

Nil

-

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

Nil

-

Nil

-

 

     TOTAL:

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:

Nil

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

Nil

 

 

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:

1.   Directors Interests

a.   Directors holdings in Ordinary shares of 0.25p in Sativa Group Plc

Director

Shareholding

Percentage holding

Geremy Thomas

224,000,000

39.35%

Mark Blower

6,000,000

1.05%

Jonathan Wearing

50,000

-

 

b.   Parties related to Geremy Thomas (Director) holdings in Ordinary Shares of 0.25p in Sativa Group Plc.

Name & Relationship

Shareholding

Percentage holding

Carbon Managers (100% owned by Geremy Thomas)

10,000,000

1.76%

George Thomas - Son

18,500,000

3.25%

William Thomas - Son

9,000,000

1.58%

Emma Thomas - Daughter

9,000,000

1.58%

Crispin Thomas - Brother

4,500,000

0.79%

Sophie Thomas - Daughter in Law

5,294

-

 

c.   Directors share options for Ordinary shares of 0.25p in Sativa Group Plc

Director

No. of Options

Exercise Price

Issue Date

Vesting Date

Lapse Date

Geremy Thomas

72,200,852

0.5p

1/3/2018

1/3/2018

28/2/2023

Mark Blower

9,000,000

0.5p

1/3/2018

1/3/2018

28/2/2023

Angus Kerr

2,222,222

2.25p

25/10/2018

25/10/2021

24/10/2031

Joseph Colliver

1,116,667

1.5p

6/3/2020

6/3/2020

5/3/2030

Joseph Colliver

1,116,667

1.5p

6/3/2020

6/3/2021

5/3/2031

Joseph Colliver

1,116,667

1.5p

6/3/2020

6/3/2022

5/3/2032

Joseph Colliver

4,444,447

2.25p

6/3/2020

6/3/2022

5/3/2032

 

2.   Connected Advisors Interests

Peterhouse Capital Ltd 3,357,500 shares

 

 

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:

04/05/2020

Contact name:

Anne Tew

Telephone number:

07970 019277

 

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.
 
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