Major Shareholding Notification • Aug 5, 2016
Major Shareholding Notification
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RNS Number : 4197G
William Hill PLC
05 August 2016
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: | WILLIAM HILL 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 |
OFFEREE - WILLIAM HILL PLC |
| (d) Is the discloser the offeror or the offeree? | OFFEREE |
| (e) Date position held: The latest practicable date prior to the disclosure |
3 AUGUST 2016 |
| (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
| Class of relevant security: | ORDINARY SHARES OF GBP 0.10 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: | NONE |
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:
3(a) Interests of directors of William Hill PLC (and their close relatives and related trusts) in ordinary shares of William Hill PLC
| Director | Number of ordinary shares | Percentage of total issued ordinary share capital (excluding treasury shares) (%) (to 3 d.p.) |
| Gareth Davis | 146,488 | 0.017 |
| Sir Roy Gardner | 12,600 | 0.001 |
| Georgina Harvey | 12,221 | 0.001 |
| Ashley Highfield | 8,520 | 0.001 |
| David Lowden | 12,2221 | 0.001 |
| Imelda Walsh | 12,222 | 0.001 |
1 David Lowden and his spouse are joint beneficial owners of these shares.
3(b) Interests of directors of William Hill PLC in ordinary shares of William Hill PLC under William Hill PLC share plans
Performance Share Plan
| Director | Maximum number of ordinary shares awarded2 | Date of grant | Vesting date | Exercise price |
| Philip Bowcock | 231,788 | 3 November 2015 | 3 November 2019 | Nil |
| 243,701 | 17 May 2016 | 17 May 2020 | Nil |
2 Subject to satisfaction of relevant performance conditions and to a retention period of one year from the date of vesting.
Savings Related Share Option Plan
| Director | Maximum number of shares granted | Date of grant | Exercise price per share (GBP) | Exercise period |
| Philip Bowcock | 6,818 | 3 May 2016 | 2.64 | 1 August 2019 - 1 February 2020 |
3(c) Interests of connected advisers of William Hill PLC
(i) Citibank N.A.
| Class of relevant security: | ADRs | |||
| Interests | Short positions | |||
| Number | % | Number | % | |
| (1) Relevant securities owned and/or controlled: | 1523 | 0.00 | Nil | 0.00 |
| (2) Cash-settled derivatives: | Nil | 0.00 | Nil | 0.00 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | Nil | 0.00 | Nil | 0.00 |
| TOTAL: | 152 | 0.00 | Nil | 0.00 |
3 152 American Depositary Receipts correspond to 608 ordinary shares
(ii) Citicorp Trust South Dakota
| Class of relevant security: | ADRs | |||
| Interests | Short positions | |||
| Number | % | Number | % | |
| (1) Relevant securities owned and/or controlled: | 9444 | 0.00 | Nil | 0.00 |
| (2) Cash-settled derivatives: | Nil | 0.00 | Nil | 0.00 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | Nil | 0.00 | Nil | 0.00 |
| TOTAL: | 944 | 0.00 | Nil | 0.00 |
4 944 American Depositary Receipts correspond to 3,776 ordinary shares
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: | 5 AUGUST 2016 |
| ###### Contact name: | LUKE THOMAS |
| ###### Telephone number: | + 44 (0) 20 8918 3935 |
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 [email protected]. 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 information is provided by RNS
The company news service from the London Stock Exchange
END
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