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FORM 8.3
PUBLIC DISCLOSURE OF OPENING POSITION / DISCLOSURE OF TREATMENT BY
A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Procurement Code (the “Code”)
1. KEY INFORMATION
| (a) Full name of the discloser: | Dimensional Fund Advisors Ltd. (“Dimensional”), in its capacity as investment manager and on behalf of its affiliates, who are also investment managers. Dimensional and its affiliates expressly renounce the beneficial ownership of the shares described in this form 8.3 | |
| (b) Owner or controller of disclosed short positions and interests, if different from 1 (a): The naming of nominated companies or vehicles is insufficient. For a trust, the trustees, the settlor, and the beneficiaries must be named. |
||
| (c) Name of the offeror / recipient in relation to whose relevant values this form relates: Use a separate form for each offerer / recipient |
McCarthy & Stone plc (GB00BYNVD082) |
|
| (d) If you are an exempt fund manager related to an offeror / offeror, indicate this and specify the identity of the offeror / offeror: | ||
| (e) Date of the position occupied / negotiation carried out: For the disclosure of an opening position, indicate the last practicable date before disclosure. |
December 23, 2020 | |
| (f) In addition to the company in 1 (c) above, is the discloser making disclosures with respect to any other part of the offering? If it is a cash offer or a possible cash offer, please indicate “N / A” |
N / A
If yes, please specify which: |
2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE
If there are positions or rights to underwrite to disclose in more than one relevant class of securities of the offerer or the recipient mentioned in 1 (c), please copy Table 2 (a) or (b) (as applicable) for each additional class of securities relevant. security.
(a) Interests and short positions in the relevant securities of the offeror or the beneficiary to which the disclosure refers after the negotiation (if applicable)
| Relevant safety class:
|
8p Ordinary Shares | |||||||
|
|
Interests | Short positions | ||||||
| Number | % | Number | % | |||||
| (1) Relevant securities owned and / or controlled: | 11,210,225 * | 2.08% | ||||||
| (2) Derivatives settled in cash:
|
||||||||
| (3) Derivatives settled in shares (including options) and buy / sell agreements: | ||||||||
| TOTAL: |
11,210,225 | 2.08% | ||||||
* Dimensional Fund Advisors Ltd. and / or its affiliates do not control voting discretion for 483,184 shares.
All interests and all short positions must be disclosed.
Details of any derivative positions settled with open shares (including options traded), or agreements to buy or sell relevant securities, must be provided on a Supplemental Form 8 (Open Positions).
(b) Rights to subscribe for new securities (including options for directors and other employees)
| Relevant security class in relation to the existing subscription right: | ||
| Details, including the nature of the duties in question and the relevant percentages: |
3. TREATMENTS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE
When there have been transactions in more than one relevant class of securities of the offerer or recipient mentioned in 1 (c), copy table 3 (a), (b), (c) or (d) (as appropriate) for each class of relevant value treated.
The currency of all prices and other monetary amounts must be indicated.
(a) Purchases and sales
| Relevant safety class | Buy and sell
|
Number of values | Price by unit | |||
| Ordinary shares | Reduction | 6,531 | £ 1,2000 |
(b) Cash settled derivative transactions
| Relevant safety class | Product description for example CFD |
Nature of the deal e.g. open / close a long / short position, increase / decrease a long / short position |
Number of reference values | Price by unit | ||||
(c) Share settled derivative transactions (including options)
(i) Write, sell, buy or vary
| Relevant safety class | Product description for example, purchase option | Write, buy, sell, vary, etc. | Number of securities to which the option refers | Exercise price per unit | Type for example, American, European, etc. |
Date of Expiry | Option of money paid / received per unit | |||||||
(ii) Exercise
| Relevant safety class | Product description for example, purchase option |
Exercise / exercised against | Number of values | Exercise price per unit | ||||
(d) Other transactions (including the subscription of new securities)
| Relevant safety class | Nature of the deal p. ex. subscription, conversion |
Details | Price per unit (if applicable) | |||
4. OTHER INFORMATION
(a) Indemnification and other business agreements
| Details of any severance agreement or option, or any agreement or understanding, formal or informal, related to relevant securities that may be an incentive to trade or refrain from trading entered into by the person making the disclosure and any part of the offering or any person performing in concert with a part of the offer: Irrevocable commitments or letters of intent should not be included. If no such agreements, arrangements or understandings exist, please indicate “none” |
(b) Agreements, agreements or understandings related to options or derivatives.
| Details of any agreements, arrangements or understandings, formal or informal, between the person making the disclosure and any other person related to: (i) the voting rights of any relevant security under any option; or (ii) the voting rights or the future acquisition or disposal of any relevant security referred to in any derivative: If no such agreements, arrangements or understandings exist, please indicate “none” |
(c) Attachments
| Is a supplemental form 8 (open positions) attached? | NO |
| Disclosure date: | Dec 24, 2020 | |
| Contact name: | Thomas hone | |
| Phone number: | 020 3033 3419 |
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Procurement Panel at [email protected]. The Panel’s Market Surveillance Unit is available for consultation regarding the Code’s disclosure requirements at +44 (0) 20 7638 0129.
The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.
