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Informa PLC — Director's Dealing 2018
Jan 26, 2018
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Director's Dealing
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RNS Number : 1069D
Informa PLC
26 January 2018
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: | Informa 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 |
Informa PLC |
| (d) Is the discloser the offeror or the offeree? | OFFEROR |
| (e) Date position held: The latest practicable date prior to the disclosure |
25 January 2018 |
| (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 | 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: | Nil |
| 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 in Informa PLC's ordinary shares held by the directors of Informa PLC and their close relatives and related trusts
| Class of relevant securities: | Ordinary shares of 0.1 pence each | |
| Name | Number of Informa plc shares held | Percentage of issued share capital |
| Derek Mapp | 128,594 | 0.02 |
| Stephen Carter and his close relatives | 103,166* | 0.01 |
| Gareth Wright and his close relatives | 18,237** | 0.00 |
| Gareth Bullock and his close relatives | 12,859 | 0.00 |
| Cindy Rose | 4,375 | 0.00 |
| Helen Owers | 3,767 | 0.00 |
| Stephen Davidson and his close relatives | 3,350 | 0.00 |
| John Rishton | 8,681 | 0.00 |
* This includes 2,193 shares held in the Informa Investment Plan.
** This includes 3,744 shares held in the Informa Investment Plan.
(b) Interests in Informa PLC's American Depositary Receipts ("ADRs") held by the directors of Informa PLC and their close relatives and related trusts
| Class of relevant securities: | ADRs | ||
| Name | Number of Informa plc ADRs held | Equivalent number of Informa plc shares held | Percentage of issued share capital |
| David Flaschen and his related trusts | 3,500 | 7,000 | 0.00 |
(c) Options over Informa PLC shares held by the directors of Informa PLC and their close relatives and related trusts
| Class of relevant securities: | Ordinary shares of 0.1 pence each | ||||
| Name | Scheme | Number of Informa PLC shares under option | % | Vesting date | Exercise price |
| Stephen Carter | Nil cost option under the Long Term Incentive Plan ("LTIP") | 263,755 | 0.03 | 8 Sept 2017 | Nil |
| Nil cost option under the LTIP | 332,832 | 0.04 | 12 Feb 2018 | Nil | |
| Nil cost option under the LTIP | 255,400 | 0.03 | 17 March 2019 | Nil | |
| Nil cost option under the LTIP | 253,345 | 0.03 | 15 March 2020 | Nil | |
| Option under the Deferred Share Bonus Plan | 6,016 | 0.00 | 17 March 2019 | £1 | |
| Gareth Wright | Nil cost option under the LTIP | 112,521 | 0.01 | 8 Sept 2017 | Nil |
| Nil cost option under the LTIP | 141,634 | 0.02 | 12 Feb 2018 | Nil | |
| Nil cost option under the LTIP | 109,218 | 0.01 | 17 March 2019 | Nil | |
| Nil cost option under the LTIP | 108,341 | 0.01 | 15 March 2020 | Nil | |
| Option under the Deferred Share Bonus Plan | 3,413 | 0.00 | 17 March 2019 | £1 |
(d) Interests in Informa PLC's ordinary shares held by connected advisers of Informa PLC
| Class of relevant securities: | Ordinary shares of 0.1 pence each | |
| Name | Number of Informa plc shares held | Percentage of issued share capital |
| Barclays Bank (Suisse) SA | 47,500 | 0.01 |
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: | 26 January 2018 |
| ###### Contact name: | Julie Woollard |
| ###### Telephone number: | +44 20 7017 5000 |
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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