RNS Number : 5170U
City Pub Group PLC (The)
23 November 2023
 

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:

The City Pub 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

The City Pub Group plc

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

OFFEREE

(e) Date position held:

     The latest practicable date prior to the disclosure

23 November 2023

(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 - YOUNG & CO.'S BREWERY, P.L.C.

 

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 of £0.01 each

 

 

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:

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)   Interests held by directors of The City Pub Group plc and their close relatives and related trusts in the ordinary shares of £0.01 each in the capital of the Offeree ("Ordinary Shares")

 

 

Director

Number of Ordinary Shares held

Percentage of total issued ordinary share capital (to 2 d.p.)

Clive Watson

4,347,819*

4.16%

Rupert Clark

828,554**

0.79%

Holly Elliott

62,548

0.05%

Emma Fox

30,159

0.02%

Neil Griffiths

89,156

0.08%

Richard Prickett

164,130

0.15%

Total

5,522,366

5.25%

 

* Helen Watson (a person acting in concert with Clive Watson) is the registered holder of 87,188, Giselle Watson (a person acting in concert with Clive Watson) is the registered holder of 20,600 Ordinary Shares and Charles Watson (a person acting in concert with Clive Watson) is the registered holder of 39,238 Ordinary Shares.

 

** Susan Jane Lindsay Clark is the registered holder of 114,989 Ordinary Shares (a person acting in concert with Rupert Clark).

 

 

b)   Options held by The City Pub Group plc directors over Ordinary Shares

 

 

 

 

 

Name

Plan

Date of grant

Vesting date of options (from)

Expiry date

Exercise price (pence)

No. of Ordinary Shares under option

Clive Watson

City Pub Long Term Incentive Plan 2021 grant

May 2021

May 2024

May 2031

Nil

400,000

Clive Watson

City Pub Long Term Incentive Plan 2022 grant

June 2022

June 2025

June 2032

Nil

200,000

Clive Watson

City Pub Long Term Incentive Plan 2023 grant

June 2023

June 2026

June 2033

Nil

200,000

Clive Watson

City Pub Company Share Option Plan 2016

May 2016

May 2019

May 2026

£1.00

45,000

Holly Elliott

City Pub Long Term Incentive Plan 2021 grant

December 2021

December 2024

December 2031

Nil

400,000

Holly Elliott

City Pub Long Term Incentive Plan 2022 grant

June 2022

June 2025

June 2032

Nil

200,000

Holly Elliott

City Pub Long Term Incentive Plan 2023 grant

June 2023

June 2026

June 2033

Nil

200,000

Holly Elliott

City Pub Company Share Option Plan 2022

June 2022

June 2025

June 2032

£0.90

33,333

Rupert Clark

City Pub Long Term Incentive Plan 2021 grant

May 2021

May 2024

May 2031

Nil

400,000

Rupert Clark

City Pub Long Term Incentive Plan 2022 grant

June 2022

June 2025

June 2032

Nil

200,000

Rupert Clark

City Pub Long Term Incentive Plan 2023 grant

June 2023

June 2026

June 2033

Nil

250,000

Rupert Clark

City Pub Company Share Option Plan 2016

May 2016

May 2019

May 2026

£1.00

30,000

 

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:

23 November 2023

Contact name:

Chris Merriman

Telephone number:

0207 099 5170

 

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.

 

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