Plant Health Care PLC Form 8 (OPD) - Plant Health Care

RNS Number : 8700V

Plant Health Care PLC

10 July 2024

 

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:	Plant Health Care plc
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):	N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:	Plant Health Care plc
(d) Is the discloser the offeror or the offeree?	OFFEREE
(e) Date position held:	8 July 2024
(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?	N/A

 

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 1p each
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	Nil	Nil	Nil	Nil
(2) Cash-settled derivatives:	Nil	Nil	Nil	Nil
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:	Nil	Nil	Nil	Nil
TOTAL:	Nil	Nil	Nil	Nil

 

 

(b)        Rights to subscribe for new securities

 

Class of relevant security in relation to which subscription right exists:	N/A
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 Plant Health Care PLC's ordinary shares of 1p each held by the directors of Plant Health Care plc:   Name Number of Ordinary Shares % of issued share capital Dr Christopher Richards 5,702,849 1.66%   Jeffrey Tweedy 1,958,341 0.57% Jeffrey Hovey 1,059,854 0.31% William Lewis 940,951 0.27% Total 9,661,995 2.83%   (b)  Rights to subscribe for Interests in Plant Health Care PLC's ordinary shares of 1p each held by the directors of Plant Health Care plc:   PHC Director Award Type*   Number of PHC Shares Awards Date(s) of grant Vesting Exercise price (£) Expiration date Jeffrey Hovey Plan 820,793 14.11.2019 14.11.2019 0.085 14.11.2029 Plan 823,096*** 08.06.2020 08.06.20 0.10 08.06.2025 Plan 234,146*** 24.06.2020 24.06.20 0.10 24.06.2030 Plan 354,545 06.10.2020 06.10.2022 **See below 0.01 06.10.2025 Plan 700,000 23.07.2021 23.07.2023 **See below 0.01 23.07.2026 Plan 1,500,000 11.08.2022 11.08.2024 **See below 0.01 11.08.2027 Plan 401,000 19.12.2023 19.12.2025 **See below 0.01 19.12.2028 Total 4,833,580 Jeffrey Tweedy Plan 1,422,709 14.11.2019 14.11.2019 0.085 14.11.2029 Plan 983,487*** 08.06.2020 08.06.20 0.10 08.06.2025 Plan 380,488*** 24.06.2020 24.06.20 0.10 24.06.2030 Plan 354,545 06.10.2020 06.10.2022 **See below 0.01 06.10.2025 Plan 1,000,000 23.07.2021 23.07.2023 **See below 0.01 23.07.2026 Plan 3,000,000 11.08.2022 11.08.2024 **See below 0.01 11.08.2027 Plan 532,000 19.12.2023 19.12.2025 **See below 0.01 19.12.2028 Total 7,673,229 Dr Christopher Richards Plan 2,691,022*** 08.06.2020 08.06.20 0.10 08.06.2025 Plan 975,000 06.10.2020 06.10.2022 **See below 0.01 06.10.2025 Plan 3,000,000 23.07.2021 23.07.2023 **See below 0.01 23.07.2026 Plan 2,000,000 11.08.2022 11.08.2024 **See below 0.01 11.08.2027 Total 8,666,022   *These options were awarded under the Company's 2017 Employee Share Option Plan (the "Plan") on the dates shown in the table above. ** On the earlier of a change of control in the ownership of the Company, or the satisfaction of the Performance / Service Based Requirement, and for United States employees no option shall be exercised before the two-year anniversary of the date of grant. ***indicates PHC Share Awards which are not expected to be exercised prior to the Effective Date on the basis that the exercise price is greater than the offer price.

 

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:

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:

None

 

(c)        Attachments

 

Are any Supplemental Forms attached?

 

Supplemental Form 8 (Open Positions)	No
Supplemental Form 8 (SBL)	No

 

 

Date of disclosure:	4 Jul 2024
Contact name:	Jeffrey Tweedy
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.

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 [e-mail] or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

 

END

 

 

FEEEANXEFDSLEEA