EPO Earthport Plc

 
TIDMEPO 
 
 

Form 8.3May 2018

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BYA PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORERule 8.3 of the Takeover Code (the "Code")

1.KEY INFORMATION

 
(a) Full name of discloser:                      Manikay Partners, LLC 
(b) Owner or controller of interests and short   N/A 
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                      Earthport plc 
in relation to whose 
relevant  securities this form relates: 
Use a separate form for each offeror/offeree 
(d) If an exempt fund manager connected          N/A 
with an offeror/offeree, 
state this and specify identity 
of offeror/offeree: 
(e) Date position held/dealing undertaken:       25 April 2019 
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:         10p ordinary 
                                    Interests        Short positions 
                                    Number     %     Number  % 
(1) Relevant securities owned       9,055,922  1.38 
and/or controlled: 
(2) Cash-settled derivatives: 
(3) Stock-settled derivatives 
(including options) 
and agreements  to purchase/sell: 
TOTAL:                              9,055,922  1.38 
 
 

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 
10p ordinary        Purchase       5922                  0.3640 GBP 
10p ordinary        Purchase       5,600,000             0.3635 GBP 
 
 

(b)Cash-settled derivative transactions

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

(ii)Exercise

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

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

 
Class of relevant security  Nature of dealing  Details Price per unit (if 
                            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:  25/04/2019 
Contact name:        Lorelei Martin 
Telephone number*:   (212) 588-6260 
 
 

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/20190426005304/en/

 
This information is provided by Business Wire 
 
 

(END) Dow Jones Newswires

April 26, 2019 10:20 ET (14:20 GMT)