AVINGTRANS PLC — Regulatory Filings 2017

Apr 7, 2017

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RNS Number : 9833B

Avingtrans PLC

07 April 2017

AMENDMENT

An amendment has been made to Section 3 of the "FORM 8 (OPD)" announcement released on 6 April 2017 at 15:09 under RNS No. 8410B relating to the interests of the directors.

All other details remain unchanged. The full amended text is shown below.

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:	Avingtrans 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.
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:      Use a separate form for each offeror/offeree	Avingtrans plc
(d) Is the discloser the offeror or the offeree?	OFFEROR
(e) Date position held:      The latest practicable date prior to the disclosure	5 April 2017
(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:
	Interests		Short positions
Number	%	Number	%
(1) Relevant securities owned and/or controlled:	Nil	Nil	Nil	Nil
(2) Cash-settled derivatives:	Nil	Nil	Nil	Nil
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:	Nil	Nil	Nil	Nil
TOTAL:	Nil	Nil	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:	N/A
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:

INTERESTS OF THE DIRECTORS OF AVINGTRANS PLC IN AVINGTRANS PLC ORDINARY SHARES:

Name	No. of ordinary shares held	Percentage of ordinary shares held
Roger McDowell (Chairman)	1,406,409	7.34
Steve McQuillan (CEO)(1)	225,000	1.17
Stephen King (CFO)(2)	180,248	0.94
Graham Thornton (Non-executive Director)	20,000	0.10

(1) This includes 211,462 ordinary shares held by Steve McQuillan's wife, Sheena McQuillan

(2) This includes 138,772 ordinary shares held by Stephen King's wife, Helen King.

INTERESTS OF THE DIRECTORS OF AVINGTRANS PLC IN OPTIONS OVER AVINGTRANS PLC SHARES:

Director	Number of options in respect of ordinary shares	Note	Exercise price (p)	Exercise period	Percentage of ordinary shares (%) (to 2d.p.)
Steve McQuillan (CEO)	95,000	(3)	176	23/12/2016 to 22/12/2023	0.50
Steve McQuillan (CEO)	100,000	(3)	111	11/12/2017 to 10/12/2024	0.52
Steve McQuillan (CEO)	434,750	(3)	193	22/12/2020 to 21/12/2026	2.27
Steve McQuillan (CEO)	15,250		193	22/12/2020 to 21/12/2026	0.08
Stephen King (CFO)	39,733		39.5	25/9/2013 to  24/9/2020	0.21
Stephen King (CFO)	84,000	(3)	176	23/12/2016 to 22/12/2023	0.44
Stephen King (CFO)	75,000	(3)	111	11/12/2017 to 10/12/2024	0.39
Stephen King (CFO)	314,750	(3)	193	22/12/2020 to 21/12/2026	1.64
Stephen King (CFO)	15,250		193	22/12/2020 to 21/12/2026	0.08

(3) Included in RBC CEES Trustee Limited disclosure below due to being part of joint ownership arrangements

INTERESTS OF THOSE PERSONS PRESUMED TO BE ACTING IN CONCERT WITH AVINGTRANS PLC:

Name	No. of ordinary shares held	Percentage of ordinary shares held
RBC CEES Trustee Limited(4)	1,393,250	7.27

(4) These shares are held on trust on behalf of the Avingtrans Employees' Share Trust

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:	6 April 2017
###### Contact name:	Stephen King
###### Telephone number:	01354 692 391

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.

This information is provided by RNS

The company news service from the London Stock Exchange

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