ULE Ultra Electronics Holdings Plc

TIDMULE 
 
 

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:              Sand Grove Capital Management LLP 
(b) Owner or controller of interests     Fund(s) for which Sand Grove Capital 
and short positions disclosed, if        Management LLP serves as the 
different from 1(a): The naming of       Investment Manager or Discretionary 
nominee or vehicle companies is          Sub-Advisor 
insufficient. For a trust, the 
trustee(s), settlor and beneficiaries 
must be named. 
(c) Name of offeror/offeree in           Ultra Electronics Holdings Plc 
relation 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           20 June 2022 
undertaken: For an opening position 
disclosure, state the latest 
practicable date prior to the 
disclosure 
(f) In addition to the company in        N/A 
1(c) above, is the discloser making 
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:        5p ordinary 
                                   Interests         Short positions 
                                   Number     %      Number        % 
(1) Relevant securities owned 
and/or controlled: 
(2) Cash-settled derivatives:      4,058,751  5.65% 
(3) Stock-settled derivatives 
(including options) and 
agreements to purchase/sell: 
 
 TOTAL:                            4,058,751  5.65% 
 

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

 
                           Nature of dealing 
                           e.g. opening/closing 
                           a long/short 
                           position, 
Class of    Product        increasing/reducing    Number of   Price 
relevant    description    a long/short           reference   per 
security    e.g. CFD       position               securities  unit 
5p                           Increasing a long 
 ordinary    CFD              position             40,000      3,125.00 
 
 
 

(c) Stock-settled derivative transactions (including options)

(i) Writing, selling, purchasing or varying

 
Class of    Product        Writing,       Number of     Exercise    Type e.g.    Expiry    Option 
relevant    description    purchasing,    securities    price       American,    date      money 
security    e.g. call      selling,       to which      per         European               paid/ 
            option         varying        option        unit        etc.                   received 
                           etc.           relates                                          per 
                                                                                           unit 
 
 

(ii) Exercise

 
Class of        Product          Exercising/     Number of        Exercise 
relevant        description      exercised       securities       price per 
security        e.g. call        against                          unit 
                option 
 
 

(d) Other dealings (including subscribing for new securities)

 
Class of relevant       Nature of dealing      Details    Price per unit (if 
security                e.g. subscription,                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" 
 
 None 
 

(c) Attachments

 
Is a Supplemental Form 8 (Open Positions) attached?    No 
 
 
Date of disclosure:    21 June 2022 
Contact name:          Sean Scott 
Telephone number:      +44 203 651 3667 
 

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.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220621005649/en/

 
    CONTACT: 

Sand Grove Capital Management LLP

 
    SOURCE: Sand Grove Capital Management LLP 
Copyright Business Wire 2022 
 

(END) Dow Jones Newswires

June 21, 2022 10:00 ET (14:00 GMT)