This article provides information on Form 8.5 (EPT/RI) for Kape Technologies PLC, a public disclosure made by an exempt principal trader with recognized intermediary status dealing in a client-serving capacity. The document follows the Rule 8.5 of the Takeover Code (the “Code”) and includes key information, such as the name of the exempt principal trader, the name of the offeror/offeree, and the date of dealing undertaken. Additionally, the document includes details of purchases and sales, derivatives transactions, options transactions, and other dealings. The article also covers any indemnity or option arrangement and any agreements, arrangements, or understandings relating to options or derivatives. Lastly, it includes important contact information and guidelines for public disclosures under Rule 8 of the Code.
Form 8.5 (EPT/RI) – Kape Technologies PLC.
This document, known as Form 8.5 (EPT/RI), is a public disclosure made by an exempt principal trader with recognized intermediary status, dealing in a client-serving capacity. The document follows the Rule 8.5 of the Takeover Code (the “Code”) and includes key information, such as the name of the exempt principal trader, Shore Capital Stockbrokers Ltd, the name of the offeror/offeree, Kape Technologies Plc, and the date of dealing undertaken, March 24, 2023.
This form also discloses the dealings by the exempt principal trader, such as purchases and sales of 64,500 and 65,000 ordinary securities, respectively, with the highest and lowest price per unit paid/received being 285.25p and 285.75p. Additionally, the form includes derivatives transactions and options transactions in respect of existing securities, with details of the nature of dealing, number of reference securities, price per unit, type, and expiry date.
Finally, the form provides information on other dealings, including subscribing for new securities, and details such as the nature of dealing and price per unit (if applicable). The document specifies that the currency of all prices and other monetary amounts should be stated, and that where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), the table for each additional class of relevant security dealt in should be copied.
The form concludes with a section on other information, including indemnity and other dealing arrangements.
Indemnity and Option Arrangements Disclosure – Kape Technologies PLC.
This section provides 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 exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer. The document states that if there are no such agreements, arrangements or understandings, it should be stated as “none.”
The next section covers any agreements, arrangements or understandings relating to options or derivatives. It includes details of any agreement, arrangement or understanding, formal or informal, between the exempt principal trader making the disclosure and any other person relating to the voting rights of any relevant securities under any option, or the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced. The document states that if there are no such agreements, arrangements or understandings, it should be stated as “none.”
The document includes the date of disclosure, which is March 27, 2023, the contact name, Clare Gamble-Dale, and the telephone number, 07889 085562. It also specifies that 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 [email protected]. Additionally, 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.
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