Castleton Technology PLC Form 8 (OPD) - Castleton Technology plc (2354L)
April 29 2020 - 1:00AM
UK Regulatory
TIDMCTP
RNS Number : 2354L
Castleton Technology PLC
29 April 2020
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: Castleton Technology plc
(b) Owner or controller of interests and short positions disclosed, if different from N/A
1(a):
The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s),
settlor and beneficiaries must be named.
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(c) Name of offeror/offeree in relation to whose relevant securities this form relates: Castleton Technology plc
Use a separate form for each offeror/offeree
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(d) Is the discloser the offeror or the offeree? OFFEREE
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(e) Date position held: 28/04/2020
The latest practicable date prior to the disclosure
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(f) In addition to the company in 1(c) above, is the discloser making disclosures in N/A
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 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 2p each
Interests Short positions
------------------ ------------------
Number % Number %
------------- --- --------------
(1) Relevant securities owned and/or controlled: Nil 0 Nil 0
------------- --- --------------
wa(2) Cash-settled derivatives: Nil 0 Nil 0
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(3) Stock-settled derivatives (including options) and agreements to
purchase/sell: Nil 0 Nil 0
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TOTAL: Nil 0 Nil 0
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(b) Rights to subscribe for new securities
Class of relevant security in relation to which subscription right exists: None
Details, including nature of the rights concerned and relevant percentages: None
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3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE
3(a) Shares held by directors of Castleton Technology plc and
their concert parties
Director Number of Castleton Percentage of existing
Technology plc shares Castleton Technology
plc shares (%)
Dean Dickson (CEO) 219,750 0.27
Haywood Chapman (CFO) 1,000 0.00
David Payne (Chairman) 68,013 0.08
Philip Kelly (NED) 136,360 0.17
Paul Gibson (NED) 10,000 0.01
3(b) Directors' rights to subscribe to Castleton Technology plc
shares
Number of
Castleton Exercise
Technology Price Exercise
Name Shares (pence) Period
Dean Dickinson Lapse on tenth anniversary
(CEO) 416,665 60.0 of the date of grant
Lapse on tenth anniversary
787,148 2.0 of the date of grant
42 months from the
5,072 82.8 date of grant
42 months from the
2,250 80.0 date of grant
Haywood Chapman Lapse on tenth anniversary
(CFO) 132,224 24.9 of the date of grant
Lapse on tenth anniversary
463,690 24.9 of the date of grant
42 months from the
5,072 82.8 date of grant
David Payne Lapse on tenth anniversary
(Chairman) 173,382 24.9 of the date of grant
Philip Kelly Lapse on tenth anniversary
(NED) 86,691 24.9 of the date of grant
Paul Gibson N/A N/A N/A
(NED)
3(c) Shares held by the Castleton Technology plc EBT
N/A
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: 29 April 2020
Contact name: Haywood Chapman
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Telephone number: 0845 241 0220
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END
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