MULBERRY GROUP PLC

M&A Activity • Dec 1, 2020

National Storage Mechanism | Additional information

RNS Number : 0849H

Mulberry Group PLC

01 December 2020

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:	Mulberry Group 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	Mulberry Group plc
(d) Is the discloser the offeror or the offeree?	OFFEREE
(e) Date position held:      The latest practicable date prior to the disclosure	1 December 2020
(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:	Ordinary shares of 5p 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:	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:

The following directors of Mulberry Group plc (the "Company") have interests in ordinary shares of 5p each in the Company ("Ordinary Shares"):

Name	Interest in Ordinary Shares	% of issued Ordinary Shares
Godfrey Davis (Chairman)	718,527	1.2%
Steven Grapstein (NED)	10,000	0.02%
Melissa Ong (NED)	10,000	0.02%
Thierry Andretta (CEO)	3,000	0.005%

The following director of the Company has an interest in Ordinary Shares that are co-owned by the Mulberry Group plc Employee Share Trust, under the Company's 2009 Co-Ownership Equity Incentive Plan:

Name	Interest over Ordinary Shares	Date of grant	Option exercise price	Vesting date
Godfrey Davis (Chairman)	300,000	9/10/09	Base amount 145.8p	9/10/12

The following director of the Company has rights to subscribe for Ordinary Shares under the Company's 2017 Performance Share Plan:

Name	Options over Ordinary Shares	Date of grant	Option exercise price	Vesting date
Thierry Andretta (CEO)	250,000	25/11/19	nil	by 30/6/21
Thierry Andretta (CEO)	250,000	25/11/19	nil	by 30/6/22

The following directors of the Company have the rights to subscribe for Ordinary Shares under the Company's 2008 Unapproved Share Option Scheme:

Name	Options over Ordinary Shares	Date of grant	Option exercise price	Vesting date
Thierry Andretta (CEO)	150,000	25/11/19	270.5p	25/11/19
Thierry Andretta (CEO)	100,000	25/11/19	270.5p	30/6/20
Thierry Andretta (CEO)	100,000	25/11/19	270.5p	30/6/21
Thierry Andretta (CEO)	230,415	10/4/15	868.0p	1/7/18
Thierry Andretta (CEO)	70,000	1/7/16	1034.2p	1/7/19
Charles Anderson (Group Finance Director)	100,000	25/11/19	270.5p	25/11/22

The following shareholder is deemed to be acting in concert with the Company by virtue of its majority shareholding and its right to board representation:

Shareholder	Interest in Ordinary Shares	% of issued Ordinary Shares
Challice Limited	33,726,444	56.14%

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:	1 December 2020
###### Contact name:	Kate Anthony Wilkinson
###### Telephone number:	+44 (0) 1761 234500

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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