Roger Behagg Family Trust Form 8.3 - Produce Investments Plc (9917A)

TIDMPIL

RNS Number : 9917A

Roger Behagg Family Trust

17 September 2018

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the "Code")

   1.         KEY INFORMATION 
 
      (a) Full name of discloser:                     Roger Behagg Trust 
      (b) Owner or controller of interests            Roger Behagg for the immediate 
       and short positions disclosed, if               family 
       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         Produce Investments Plc 
       to whose relevant securities this 
       form relates: 
       Use a separate form for each offeror/offeree 
                                                     ------------------------------- 
      (d) If an exempt fund manager connected 
       with an offeror/offeree, state this 
       and specify identity of offeror/offeree: 
                                                     ------------------------------- 
      (e) Date position held/dealing undertaken:      13th September 2018 
       For an opening position disclosure, 
       state the latest practicable date 
       prior to the disclosure 
                                                     ------------------------------- 
      (f) In addition to the company in               YES / NO / N/A 
       1(c) above, is the discloser making             If YES, specify which: 
       disclosures in respect of any other             N/A 
       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 (if any)

 
 Class of relevant security: 
                                         Interests      Short positions 
                                      --------------  ------------------ 
                                       Number    %        Number      % 
                                      -------  -----  -------------  --- 
      (1) Relevant securities 
       owned and/or controlled:        400189   1.45 
                                      -------  -----  -------------  --- 
      (2) Cash-settled derivatives: 
                                      -------  -----  -------------  --- 
      (3) Stock-settled derivatives 
       (including options) and 
       agreements to purchase/sell: 
                                      -------  -----  -------------  --- 
 
   TOTAL:                              400189   1.45 
                                      -------  -----  -------------  --- 
 

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).

   (b)        Rights to subscribe for new securities (including directors' and other employee options) 
 
 Class of relevant security in 
  relation to which subscription 
  right exists: 
 Details, including nature of 
  the rights concerned and relevant 
  percentages: 
 
 
   3.         DEALINGS (IF ANY) 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 
 
 Class of relevant   Purchase/sale   Number of securities   Price per unit 
      security 
 
 
   (b)        Cash-settled derivative transactions 
 
 Class of relevant   Product description      Nature of dealing       Number of    Price per 
      security             e.g. CFD          e.g. opening/closing     reference       unit 
                                            a long/short position,    securities 
                                             increasing/reducing 
                                            a long/short position 
 
 
   (c)        Stock-settled derivative transactions (including options) 
   (i)         Writing, selling, purchasing or varying 
 
    Class         Product        Writing,         Number       Exercise         Type         Expiry    Option 
  of relevant    description    purchasing,    of securities     price      e.g. American,    date      money 
   security       e.g. call      selling,        to which       per unit       European                 paid/ 
                   option         varying         option                         etc.                  received 
                                   etc.           relates                                              per unit 
 
 
   (ii)        Exercise 
 
 Class of relevant   Product description      Exercising/       Number of securities   Exercise price 
      security         e.g. call option     exercised against                             per unit 
 
 
   (d)        Other dealings (including subscribing for new securities) 
 
 Class of relevant    Nature of dealing    Details    Price per unit 
      security        e.g. subscription,              (if applicable) 
                          conversion 
 
 
   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 person making the disclosure and any party to the 
  offer or any person acting in concert with a party to the offer: 
  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 person 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" 
 
 
   (c)        Attachments 
 
 Is a Supplemental Form 8 (Open Positions) attached?   YES/NO 
 
 
 Date of disclosure:    13th September 2018 
 Contact name:          Roger Behagg 
                       -------------------- 
 Telephone number:      01296 770632 
                       -------------------- 
 

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.

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September 17, 2018 07:39 ET (11:39 GMT)