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NUC Nucleus Financial Group Plc

191.50
0.00 (0.00%)
28 Mar 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Nucleus Financial Group Plc LSE:NUC London Ordinary Share GB00BG226J60 ORD 0.1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 191.50 0.00 00:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Nucleus Financial Group PLC Form 8 (DD) - Nucleus Financial Group PLC (6022L)

13/01/2021 3:53pm

UK Regulatory


Nucleus Financial (LSE:NUC)
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TIDMNUC

RNS Number : 6022L

Nucleus Financial Group PLC

13 January 2021

FORM 8 (DD)

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)

Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")

   1.         KEY INFORMATION 
 
 (a) Full name of discloser:                                 David Ritchie Ferguson 
 (b) Owner or controller of interests and short positions    N/A 
 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   Nucleus Financial Group plc (offeree) 
 securities this form relates: 
 Use a separate form for each offeror/offeree 
                                                            ---------------------------------------------------------- 
 (d) Status of person making the disclosure:                 Person acting in concert with the offeree - Chief 
 e.g. offeror, offeree, person acting in concert with the    Executive Officer 
 offeror/offeree (specify name of 
 offeror/offeree) 
                                                            ---------------------------------------------------------- 
 (e) Date dealing undertaken:                                12 January 2021 
                                                            ---------------------------------------------------------- 
 (f) In addition to the company in 1(c) above, is the        N/A 
 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" 
                                                            ---------------------------------------------------------- 
 
   2.         POSITIONS OF THE PERSON 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 following the dealing

 
 Class of relevant security: 
                                                                                     Interests        Short positions 
                                                                                ------------------  ------------------ 
                                                                                   Number      %        Number      % 
                                                                                -----------  -----  -------------  --- 
 (1) Relevant securities owned and/or controlled:                                1,815,254*   2.37 
                                                                                -----------  -----  -------------  --- 
 (2) Cash-settled derivatives: 
                                                                                -----------  -----  -------------  --- 
 (3) Stock-settled derivatives (including options) and agreements to 
 purchase/sell: 
                                                                                -----------  -----  -------------  --- 
 
   TOTAL:                                                                        1,815,254    2.37 
                                                                                -----------  -----  -------------  --- 
 

*Includes an interest in 5,066 ordinary shares held in the Nucleus Financial Group plc share incentive plan ("SIP")

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 (including directors' and other employee options) 
 
 Class of relevant security in relation to which subscription right exists:    LTIP awards over ordinary shares 
 Details, including nature of the rights concerned and relevant percentages:   754,942 (details below) 
                                                                              --------------------------------- 
 

LTIP awards held by David Ferguson

 
 Date of grant     Exercise price    Vesting date   Interest 
 26 July 2018                 Nil    26 July 2021    243,441 
                 ----------------  --------------  --------- 
 3 April 2019                 Nil    3 April 2022    199,786 
                 ----------------  --------------  --------- 
 19 May 2020                  Nil     19 May 2023    311,715 
                 ----------------  --------------  --------- 
 Total                                               754,942 
                                                   --------- 
 

The Nucleus Financial Group plc LTIP comprises conditional awards of nil cost options over ordinary shares to selected members of the senior management team (including the executive directors) and certain other employees, which vest on the achievement of specified performance targets and continuous employment over a certain period of time (the vesting period).

   3.         DEALINGS BY THE PERSON MAKING THE DISCLOSURE 

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

   (a)        Purchases and sales 

(i) Party to an offer or person acting in concert (except for a principal trader in the same group as a connected adviser)

 
  Class of relevant security        Purchase/sale       Number of securities   Price per unit 
 Ordinary shares of 0.1p each    Purchase (into SIP)    85                     175p 
                                ---------------------  ---------------------  --------------- 
 

(ii) Principal trader where the sole reason for the connection is that the principal trader is in the same group as a connected adviser

 
   Class of relevant      Purchases/ sales       Total number of       Highest price per unit   Lowest price per unit 
        security                                   securities              paid/received            paid/received 
 N/A                      N/A                N/A                       N/A                      N/A 
                         -----------------  ------------------------  -----------------------  ----------------------- 
 
   (b)        Cash-settled derivative transactions 
 
    Class of relevant       Product description      Nature of dealing         Number of reference      Price per unit 
         security                 e.g. CFD         e.g. opening/closing a           securities 
                                                    long/short position, 
                                                   increasing/reducing a 
                                                    long/short position 
 N/A                        N/A                   N/A                        N/A                        N/A 
                           --------------------  -------------------------  -------------------------  --------------- 
 
   (c)        Stock-settled derivative transactions (including options) 
   (i)         Writing, selling, purchasing or varying 
 
   Class of       Product        Writing,      Number of       Exercise          Type       Expiry date   Option money 
   relevant     description    purchasing,     securities      price per         e.g.                        paid/ 
   security      e.g. call       selling,       to which         unit         American,                   received per 
                   option      varying etc.      option                        European                       unit 
                                                relates                          etc. 
 N/A            N/A            N/A            N/A            N/A             N/A            N/A           N/A 
               -------------  -------------  -------------  --------------  -------------  ------------  ------------- 
 
   (ii)        Exercise 
 
   Class of relevant      Product description   Exercising/ exercised    Number of securities     Exercise price per 
        security            e.g. call option           against                                           unit 
 N/A                      N/A                   N/A                      N/A                    N/A 
                         --------------------  -----------------------  ---------------------  ----------------------- 
 
   (d)        Other dealings (including subscribing for new securities) 
 
  Class of relevant security                Nature of dealing                Details    Price per unit (if applicable) 
                                      e.g. subscription, conversion 
 Ordinary shares of 0.1p each   Issue of matching shares under SIP scheme   85 shares   Nil* 
                               ------------------------------------------  ----------  ------------------------------- 
 

*Matching shares purchased by the SIP trustee at 175p each and issued at no expense to the recipient

   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 or person acting in concert making the 
  disclosure and any other person: 
  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 or person acting in concert making the disclosure 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:    13 January 2021 
 Contact name:          Michelle Bruce, Company Secretary 
                       ---------------------------------- 
 Telephone number:      +44 (0)131 226 9800 
                       ---------------------------------- 
 

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 dealing 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 news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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END

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January 13, 2021 10:53 ET (15:53 GMT)

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