For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20240916:nBw8nwz5Ca&default-theme=true
Form 8.3 - NewRiver REIT PLC
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: COMPUTERSHARE TRUSTEES (JERSEY)
LIMITED AS TRUSTEE OF NEWRIVER REIT PLC EMPLOYEE BENEFIT TRUST
(b) Owner or controller of interests and short positions disclosed, if SETTLOR MEANS NEWRIVER REIT PLC
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. BENEFICIARIES MEANS:
1. BONA FIDE EMPLOYEES AND FORMER EMPLOYEES FROM TIME TO TIME OF THE COMPANIES;
2. THE CHILDREN OR STEPCHILDREN UNDER THE AGE OF 18 OF ANY PERSON FALLING WITHIN
(A) ABOVE;
3. THE SPOUSES, CIVIL PARTNERS, SURVIVING SPOUSES AND SURVIVING CIVIL PARTNERS OF
ANY PERSON FALLING WITHIN (A) ABOVE;
4. BUT EXCLUDES ANY PERSON EXCLUDED PURSUANT TO CLAUSE 18 IN THE TRUST DEED AND
EXCLUDES ANY PERSON WHO IS RESIDENT IN JERSEY FOR TAX PURPOSES.
(c) Name of offeror/offeree in relation to whose relevant securities this form NEWRIVER REIT PLC AS OFFEROR
relates:
Use a separate form for each offeror/offeree
(d) If an exempt fund manager connected with an offeror/offeree, state this UNKNOWN
and specify identity of offeror/offeree:
(e) Date position held/dealing undertaken: 13 September 2024
For an opening position disclosure, state the latest practicable date prior to
the disclosure
(f) In addition to the company in 1(c) above, is the discloser making N/A
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 (if any)
Class of relevant security: NEWRIVER REIT PLC ORD 1P
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 3,193,906 1.0233%
(2) Cash-settled derivatives:
(3) Stock-settled derivatives (including options) and agreements to
purchase/sell:
3,193,906 1.0233%
TOTAL:
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 security Purchase/sale Number of securities Price per unit
(b) Cash-settled derivative transactions
Class of relevant security Product description Nature of dealing Number of reference securities Price per unit
e.g. CFD e.g. opening/closing a long/short position, increasing/reducing a long/short
position
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type Expiry date Option money paid/ received per unit
e.g. American, European etc.
(ii) Exercise
Class of relevant security Product description Exercising/ exercised against Number of securities Exercise price per unit
e.g. call option
(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
NEWRIVER REIT PLC ORD 1P 14,822 N/A
Transfer of shares out to satisfy awards exercised
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”
(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? NO
Date of disclosure: 16 September 2024
Contact name: Harry Haley
Telephone number*: 01534 281 800
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 +44 (0)20 7638 0129.
*If the discloser is a natural person, a telephone number does not need to be
included, provided contact information has been provided to the Panel’s
Market Surveillance Unit.
The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk
(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.thetakeoverpanel.org.uk&esheet=54122523&newsitemid=20240916246983&lan=en-US&anchor=www.thetakeoverpanel.org.uk&index=1&md5=abfa6e6285ab1ab137b64ebf53cca627)
.
JLM 16 September 2024
View source version on businesswire.com:
https://www.businesswire.com/news/home/20240916246983/en/
(https://www.businesswire.com/news/home/20240916246983/en/)
Computershare Trustees (Jersey) Limited
Copyright Business Wire 2024