ONESAVINGS BANK PLC Onesavings Bank Plc : Form 8 (OPD) - Onesavings Bank Plc
22 3월 2019 - 2:15AM
UK Regulatory
TIDMOSB
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: OneSavings Bank plc
(b) Owner or controller of interests and short positions N/A
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 OneSavings Bank plc
securities this form relates:
Use a separate form for each offeror/offeree
(d) Is the discloser the offeror or the offeree? Offeror
(e) Date position held: 21 March 2019
The latest practicable date prior to the disclosure
(f) In addition to the company in 1(c) above, is the NO
discloser making disclosures in respect of any other If YES, specify which:
party to the offer?
If it is a cash offer or possible cash offer, state
"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:
Short
Interests positions
Number % Number %
(1) Relevant securities owned and/or controlled: Nil 0 Nil 0
(2) Cash-settled derivatives: Nil 0 Nil 0
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: Nil 0 Nil 0
TOTAL: Nil 0 Nil 0
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 N/A
right exists:
Details, including nature of the rights concerned N/A
and relevant percentages:
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) Interests held by directors of OneSavings Bank plc and their
close relatives and related trusts
Number of Ordinary Shares of GBP0.01 (fully paid) Number of Ordinary Shares in the form of conditional Percentage of total issued share capital (excluding
Name ("Ordinary Shares") awards (see 3(b) below) conditional awards) (%)
David
Weymouth 13,178 Nil 0.01
Andy
Golding 762,941 712,079 0.31
April
Talintyre 320,346 457,549 0.13
Graham
Allatt Nil Nil 0
Eric
Anstee 4,960 Nil <0.01
Rodney
Duke 80,000 Nil 0.33
Margaret
Hassall Nil Nil 0
Sarah
Hedger Nil Nil 0
Mary
McNamara 22,350 Nil 0.01
(b) Interests held by directors of OneSavings Bank plc under its
share plans
Exercise price
Grant Date Conditional awards not vested (GBP)
Number of
Ordinary
Shares Vesting date
Deferred Share Bonus Plan
Andy Golding 16 March 2017 48,998 16 March 2020 0
15 March 2018 50,108 15 March 2021 0
14 March 2019 89,031 14 March 2022 0
April Talintyre 16 March 2017 33,184 16 March 2020 0
15 March 2018 33,208 15 March 2021 0
14 March 2019 59,383 14 March 2022 0
Performance Share Plan
Andy Golding 16 March 2017 143,544(1) 16 March 2020 0
24 May 2018 180,439(1) 24 May 2021 0
14 March 2019 199,959(1) 14 March 2022 0
April Talintyre 16 March 2017 76,066(1) 16 March 2020 0
24 May 2018 121,005(1) 24 May 2021 0
14 March 2019 134,703(1) 14 March 2022 0
(1) The vesting of these conditional awards is subject to
performance conditions.
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: 21 March 2019
Contact name: Nickesha Graham-Burrell
Telephone number: +44 (0)1634 835 796
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 announcement is distributed by West Corporation on behalf of West
Corporation clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: OneSavings Bank plc via Globenewswire
http://www.osb.co.uk/
(END) Dow Jones Newswires
March 21, 2019 13:15 ET (17:15 GMT)
Copyright (c) 2019 Dow Jones & Company, Inc.
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