FORM 8 (OPD)
AMENDMENT TO RNS 4647X - SECTION 3(e) DELETED IN ITS ENTIRETY
(INVESTEC BANK PLC HAS PREVIOUSLY DISCLOSED UNDER RULE 8.5
AS AN EXEMPT PRINCIPAL TRADER)
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
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(a) Full name of discloser: |
SPORTECH PLC |
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(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 |
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(c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree |
OFFEREE - SPORTECH PLC |
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(d) Is the discloser the offeror or the offeree? |
OFFEREE |
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(e) Date position held: The latest practicable date prior to the disclosure |
27 AUGUST 2015 |
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(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" |
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
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Class of relevant security:
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Ordinary shares of 50 pence each |
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Interests |
Short positions |
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Number |
% |
Number |
% |
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(1) Relevant securities owned and/or controlled: |
0 |
0.0 |
0 |
0.0 |
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(2) Cash-settled derivatives:
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0 |
0.0 |
0 |
0.0 |
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(3) Stock-settled derivatives (including options) and agreements to purchase/sell: |
0 |
0.0 |
0 |
0.0 |
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TOTAL: |
0 |
0.0 |
0 |
0.0 |
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
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Class of relevant security in relation to which subscription right exists: |
None |
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Details, including nature of the rights concerned and relevant percentages: |
None |
3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE
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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: |
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3(a) Interests of directors of Sportech plc in Sportech ordinary shares
* Ian Penrose holds these shares jointly with his wife.
3(b) Interests of close relatives of directors of Sportech plc in Sportech ordinary shares
3(c) Interests in Sportech ordinary shares held by directors in awards of ordinary shares under Sportech plc's share plans (Long Term Incentive Plans)
Share Option Scheme
* Exercise of the option is subject to the share price having reached certain closing prices.
Performance Share Plan
* Exercise of the option is subject to various performance conditions having been met. ** 465,408 shares were awarded under this option, but 271,798 lapsed during 2014. The remaining 193,610 have not yet been exercised. *** 751,269 shares were awarded under this option, but 577,651 lapsed during 2015. The remaining 173,618 have not yet been exercised. **** The award was granted in the form of a conditional award.
3(d) Interests in Sportech ordinary shares held by Sportech's Employee Benefit Trust
* Investec Bank plc holds these shares as nominee on behalf of the Employee Benefit Trust.
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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
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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" |
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None
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(b) Agreements, arrangements or understandings relating to options or derivatives
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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" |
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None
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(c) Attachments
Are any Supplemental Forms attached?
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Supplemental Form 8 (Open Positions) |
NO |
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Supplemental Form 8 (SBL) |
NO |
Date of disclosure: |
28 August 2015 |
Contact name: |
Cliff Baty |
Telephone number: |
0207 268 2400 |
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk. 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.