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:
|
Custodian
Property Income REIT plc ("CREI")
|
(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
|
Custodian
Property Income REIT plc
|
(d) Is the discloser the
offeror or the offeree?
|
OFFEROR
|
(e) Date position
held:
The latest practicable date
prior to the disclosure
|
30 January
2024
|
(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"
|
YES - abrdn
Property Income Trust Limited
|
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:
|
|
|
Interests
|
Short
positions
|
Number
|
%
|
Number
|
%
|
(1) Relevant securities owned
and/or controlled:
|
Nil
|
0
|
Nil
|
0
|
(2) Cash-settled
derivatives:
|
Nil
|
0
|
Nil
|
0
|
(3) Stock-settled derivatives
(including options) and agreements to
purchase/sell:
|
Nil
|
0
|
Nil
|
0
|
TOTAL:
|
Nil
|
0
|
Nil
|
0
|
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).
Details of any securities borrowing and lending positions or
financial collateral arrangements should be disclosed on a
Supplemental Form 8 (SBL).
(b) Rights to
subscribe for new securities
Class of relevant security in
relation to which subscription right exists:
|
N/a
|
Details, including nature of
the rights concerned and relevant percentages:
|
N/a
|
3. POSITIONS
OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE
DISCLOSURE
Details of any interests,
short positions and rights to subscribe (including directors' and
other employee options) of any person acting in concert with the
party to the offer making the disclosure:
|
1. Interest in CREI's 1p ordinary shares held by
the directors of CREI and their close relatives and related
trusts:
Owner
|
Number of shares held
|
%1
|
Elizabeth
McMeikan
|
20,400
|
0.00
|
Chris
Ireland
|
50,345
|
0.01
|
Malcolm
Cooper
|
45,000
|
0.01
|
Hazel
Adam
|
19,566
|
0.00
|
Ian Mattioli
MBE2
|
1,370,552
|
0.31
|
MW Trustees
Limited3
|
1,715,339
|
0.39
|
Clare Mattioli
|
837,554
|
0.19
|
Laura Mattioli
|
1,493,457
|
0.34
|
Alexandra Dariani
|
652,604
|
0.15
|
1 CREI's issued share capital
consists of 440,850,398 shares.
2 Including shares held jointly
with his wife Clare Mattioli in a charitable trust under his
control.
3 MW Trustees Limited is a trustee for certain family trusts in
respect of which Ian Mattioli MBE and members of his family are
beneficiaries.
2. Interest in CREI's 1p ordinary shares held by
persons acting in concert with CREI:
Owner
|
Relationship to CREI
|
Number of shares held
|
%
|
Mattioli Woods plc ("MW") and its
multi-asset fund clients manged by the MW Investments team on a
discretionary basis4
|
Owner of the Investment
Manager
|
14,774,502
|
3.35
|
Richard
Shepherd-Cross5
|
Director of the Investment
Manager
|
521,381
|
0.12
|
Ed Moore5
|
Director of the Investment
Manager
|
102,596
|
0.02
|
Michael Wright5
|
Director of the Investment
Manager
|
152,622
|
0.03
|
William Nixon5
|
Director of the Investment
Manager
|
3,007
|
0.00
|
4 Ownership incorporates the
control of voting rights through acting as discretionary investment
manager on behalf of individual retail investors holding the
beneficial interest.
5 Including shares held by close
relatives.
|
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).
Details of any securities borrowing and lending positions or
financial collateral arrangements should be disclosed on a
Supplemental Form 8 (SBL).
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
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Date of disclosure:
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30 January
2024
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Contact name:
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Nathan Brown, Managing
Director, Numis Securities Limited
|
Telephone number:
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0207 260
1000
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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.
The
Code can be viewed on the Panel's website at
www.thetakeoverpanel.org.uk.