Form 8 (OPD) - Airsprung Group plc

 
TIDMAPG 
 
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) Identity of the party to the offer making  Portnard Limited 
the disclosure: 
 
(b) Owner or controller of interests and short Portnard Limited is controlled 
positions disclosed, if different from 1(a):   by Andrew and Harold Perloff. 
                                               Andrew Perloff is also the 
The naming of nominee or vehicle companies is  sole beneficiary of the Maland 
insufficient                                   Pension Fund. The position 
                                               stated in 2(a) below is the 
                                               aggregate position of Portnard 
                                               Limited and Maland Pension 
                                               Fund. 
 
(c) Name of offeror/offeree in relation to     Airsprung Group plc 
whose relevant securities this form relates: 
 
Use a separate form for each party to the 
offer 
 
(d) Is the party to the offer making the       OFFEROR 
disclosure the offeror or the offeree? 
 
(e) Date position held:                        28 September 2011 
 
(f) Has the party previously disclosed, or is  NO 
it today disclosing, under the Code in respect 
of any other party to this offer? 
 
2. POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE 
 
(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 10p each 
 
                                             ISIN GB0000119940 
 
                                     Interests            Short positions 
 
 
       Number              %          Number         % 
 
(1) Relevant          10,106,000*     42.30        None     None 
securities owned and/ 
or controlled: 
 
(2) Derivatives           None         None        None     None 
(other than options): 
 
(3) Options and           None         None        None     None 
agreements to 
purchase/sell: 
 
TOTAL:                 10,106,000     42.30        None     None 
 
* 2,950,000 Ordinary Shares are held in by Maland Pension Fund and 7,156,000 
Ordinary Shares are held by Portnard Limited 
 
All interests and all short positions should be disclosed. 
 
Details of any open derivative or option positions, 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         N/A 
relation to which subscription right 
exists: 
 
Details, including nature of the      N/A 
rights concerned and relevant 
percentages: 
 
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. 
 
(c) Irrevocable commitments and letters of intent 
 
Details of any irrevocable commitments or letters of intent procured by the 
party to the offer making the disclosure or any person acting in concert with 
it (see Note 3 on Rule 2.11 of the Code): 
 
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 of any 
person acting in concert with the party to the offer making the disclosure: 
 
N/A 
 
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 3 for each additional class of relevant security. 
 
Details of any open derivative or option positions, 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: 
 
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:                    29 September 2011 
 
Contact name:                          David Worlidge 
 
Telephone number:                      020 7628 2200 
 
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 
[e-mail]. The Panel's Market Surveillance Unit is available 
for consultation in relation to the Code's dealing disclosure requirements on 
[phone]. 
 
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk. 
 
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END