All Active Asset Capital Limited Form 8 (OPD) All Active Asset Capital / Audioboom (6608G)

TIDMAAA TIDMBOOM

RNS Number : 6608G

All Active Asset Capital Limited

27 July 2021

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:                                 All Active Asset Capital Ltd 
 (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   Audioboom Group PLC (offeree) 
 securities this form relates: 
 Use a separate form for each offeror/offeree 
                                                            ---------------------------------------------------------- 
 (d) Is the discloser the offeror or the offeree?            OFFEROR 
                                                            ---------------------------------------------------------- 
 (e) Date position held:                                     27 July 2021 
  The latest practicable date prior to the disclosure 
                                                            ---------------------------------------------------------- 
 (f) In addition to the company in 1(c) above, is the        YES 
 discloser making disclosures in respect                     OPD disclosure will also be made re interests in the 
 of any other party to the offer?                            Offeror 
 If it is a cash offer or possible cash offer, state "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 no par value in Audioboom Group PLC 
                                                                     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              nil                             nil 
 agreements to purchase/sell: 
                                                         ------------------------  ------  --------------------  ----- 
                                                                    nil                             nil 
   TOTAL: 
                                                         ------------------------  ------  --------------------  ----- 
 

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: 
 Details, including nature of the rights concerned and relevant percentages: 
 
 
   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: 
 
   Rodger Sargent, a director of the Offeror, holds 238,945 Audioboom Shares (1.5%) and a further 
   10,518 Audioboom Shares are held by a close relative and by a member of his household; amounting 
   in total to 249,463 Audioboom Shares representing approximately 1.6% of the Audioboom shares 
   in issue. 
 

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:    27 July 2021 
 Contact name:          David Floyd 
                         Egremont Capital Ltd (adviser to offeror) 
                       ------------------------------------------- 
 Telephone number:      [phone] 
                       ------------------------------------------- 
 

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 [phone].

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk .

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July 27, 2021 11:54 ET (15:54 GMT)