Playtech PLC

M&A Activity • Feb 15, 2022

National Storage Mechanism | Additional information

RNS Number : 7626B

Playtech PLC

15 February 2022

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:	PLAYTECH 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	PLAYTECH PLC
(d) Is the discloser the offeror or the offeree?	OFFEREE
(e) Date position held:      The latest practicable date prior to the disclosure	15 FEBRUARY 2022
(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"	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:
	Interests		Short 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 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:

(a)  Interests in Playtech plc's ordinary shares in which the directors of Playtech plc are interested (including their close relatives and related trusts):

Class of relevant securities:	Ordinary shares of no par value
Director	Number of Playtech plc ordinary shares held	Percentage of total issued share capital (excluding shares under option)*
Mor Weizer	277,550	0.09%
Andrew Smith	84,875	0.03%
Ian Penrose	17,500	0.01%
Anna Massion	32,000	0.01%
John Krumins	10,000	0.00%

*Percentages have been rounded

(b)  Options over Playtech plc's ordinary shares held by the directors of Playtech plc and their close relatives and related trusts

(i)         Options and awards held by Mor Weizer

Playtech Group Long Term Incentive Plan 2012

Date of award	Number of shares	Exercise price	Exercise period/vesting date
17 December 2015	72,596	Nil-cost	1 March 2018 to 16 December 2025
21 December 2016	21,820	Nil-cost	1 March 2019 to 20 Dec 2026
28 February 2019	471,809*	Nil-cost	1 March 2022 to 27 February 2029
2 December 2019	1,900,000*	Nil-cost	Date on which the relevant share price target has been achieved to 1 December 2029
26 October 2020	546,000*	Nil-cost	26 October 2023 to 25 October 2030

(ii)         Options and awards held by Andrew Smith

Playtech Group Long Term Incentive Plan 2012

Date of award	Number of shares	Exercise price	Exercise period/vesting date
28 February 2019	148,260*	Nil-cost	1 March 2022 to 27 Feb 2029
26 October 2020	176,290*	Nil-cost	26 October 2023 to 25 October 2030

*Subject to the assessment of the satisfaction of the relevant 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:	15 February 2022
###### Contact name:	Brian Moore
###### Telephone number:	+44 (0) 1624 645 954

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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