Supplemental Form 8 (OPD) Braemar Group plc


 

TIDMBRK TIDMBRG 
 
RNS Number : 4386N 
Brooks Macdonald Group PLC 
10 June 2010 
 

                                            SUPPLEMENTAL FORM 8 (OPEN POSITIONS) 
 
DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO PURCHASE OR SELL 
                                      ETC. 
              Note 5(i) on Rule 8 of the Takeover Code (the "Code") 
 
 
1.         KEY INFORMATION 
 
+-----------------+-------------+ 
| Identity        | Brooks      | 
| of              | Macdonald   | 
| person          | Group plc   | 
| whose           | ("Brooks    | 
| open            | Macdonald") | 
| positions       |             | 
| are being       |             | 
| disclosed:      |             | 
+-----------------+-------------+ 
| Name            | Braemar     | 
| of              | Group       | 
| offeror/offeree | plc         | 
| in relation to  | ("Braemar") | 
| whose relevant  |             | 
| securities the  |             | 
| disclosure      |             | 
| relates:        |             | 
+-----------------+-------------+ 
 
2.         OPTIONS AND DERIVATIVES 
 
+----------+-------------+-----------+------------+----------+-----------+--------+ 
| Class    | Product     | Written   | Number     | Exercise | Type      | Expiry | 
| of       | description | or        | of         | price    | e.g.      | date   | 
| relevant | e.g. call   | purchased | securities | per unit | American, |        | 
| security | option      |           | to which   |          | European  |        | 
|          |             |           | option or  |          | etc.      |        | 
|          |             |           | derivative |          |           |        | 
|          |             |           | relates    |          |           |        | 
+----------+-------------+-----------+------------+----------+-----------+--------+ 
|          |             |           |            |          |           |        | 
+----------+-------------+-----------+------------+----------+-----------+--------+ 
 
3.         AGREEMENTS TO PURCHASE OR SELL ETC. 
 
+--------------------------------------------------------------+ 
| Full details should be given so that the nature of the       | 
| interest or position can be fully understood:                | 
+--------------------------------------------------------------+ 
|                                                              | 
| Pursuant to the Management Share Purchase Agreement (which   | 
| is conditional upon the Offer becoming or being declared     | 
| unconditional in all respects), Braemar Management and the   | 
| relevant members of their families have agreed to exchange   | 
| all of their existing Ordinary Shares (amounting in          | 
| aggregate to 48,257,421 Ordinary Shares) for New Brooks      | 
| Macdonald Shares.  For the purposes of such exchange, the    | 
| Ordinary Shares are valued at 2.25 pence per share and the   | 
| New Brooks Macdonald Shares are valued at GBP7.764 per       | 
| share, being the volume weighted average share price of      | 
| Brooks Macdonald Shares over the five Dealing Days prior to  | 
| the Announcement Date.                                       | 
|                                                              | 
| It is a condition of the Offer that the Independent          | 
| Shareholders approve the Management Share Purchase           | 
| Agreement.  Accordingly, the Resolution will be put to the   | 
| Independent Shareholders at the General Meeting, formal      | 
| notice of which will be set out in the Offer Document.       | 
|                                                              | 
|                                                              | 
|                                                              | 
+--------------------------------------------------------------+ 
 
Note that defined terms in this form have the same meaning as in the 
announcement of Brooks Macdonald's recommended cash offer for Braemar on 8 June 
2010 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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