FORM 8.3
PUBLIC OPENING
POSITION DISCLOSURE/DEALING DISCLOSURE BY
A PERSON WITH
INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE (Amendment
to Section 2a.)
Rule 8.3 of the
Takeover Code (the “Code”)
1. KEY
INFORMATION
(a) Full name of discloser: |
Permian
Investment Partners, LP |
(b) Owner or controller of interests and short positions
disclosed, if 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 to whose relevant
securities this form relates:
Use a separate form for each
offeror/offeree |
MELROSE
INDS
(GB00BZ1G4322) |
(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:
For an opening position disclosure,
state the latest practicable date prior to the disclosure |
March 21,
2018 |
(f) In addition to the company in 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” |
No |
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: |
48/7p
ordinary |
|
|
Interests |
Short
positions |
|
Number |
% |
Number |
% |
(1) Relevant
securities owned and/or controlled: |
19,543,468 |
1% |
|
|
(2)
Cash-settled derivatives: |
|
|
|
|
(3)
Stock-settled derivatives (including options) and agreements to
purchase/sell: |
|
|
|
|
TOTAL: |
19,543,468 |
1% |
|
|
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 |
48/7p ordinary |
Purchase |
2,600,000 |
2.224134 |
(b)
Cash-settled derivative transactions
Class of relevant
security |
Product
description
e.g. CFD |
Nature of
dealing
e.g. opening/closing a long/short position, increasing/reducing
a long/short position |
Number of reference
securities |
Price per
unit |
|
|
|
|
|
(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
e.g. American, European etc. |
Expiry
date |
Option money paid/
received per unit |
|
|
|
|
|
|
|
|
(ii)
Exercise
Class of relevant
security |
Product
description
e.g. call option |
Exercising/
exercised against |
Number of
securities |
Exercise price per
unit |
|
|
|
|
|
(d) Other
dealings (including subscribing for new securities)
Class of relevant
security |
Nature of
dealing
e.g. subscription, conversion |
Details |
Price per unit (if
applicable) |
|
|
|
|
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: |
March 21,
2018 |
Contact name: |
Joseph
Swain |
Telephone number: |
+1-212-257-6066 |
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 monitoring@disclosure.org.uk.
The Panel’s Market Surveillance Unit is available for consultation
in relation to the Code’s disclosure requirements on +44 (0)20 7638
0129.
The Code can be viewed on the Panel’s website at
www.thetakeoverpanel.org.uk.