TIDMRST

RNS Number : 7467H

Restore PLC

05 August 2021

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:                                                                   RESTORE PLC 
 (b) Owner or controller of interests and short positions disclosed, if different from 1(a):   N/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:       RESTORE PLC 
  Use a separate form for each offeror/offeree 
                                                                                              ------------------------ 
 (d) Is the discloser the offeror or the offeree?                                              OFFEREE 
                                                                                              ------------------------ 
 (e) Date position held:                                                                       4 AUGUST 2021 
  The latest practicable date prior to the disclosure 
                                                                                              ------------------------ 
 (f) In addition to the company in 1(c) above, is the discloser making disclosures in          NO 
 respect                                                                                        If YES, specify which: 
 of any other party to the offer? 
 If it is a cash offer or possible cash offer, state "N/A" 
                                                                                              ------------------------ 
 
   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:                                                       ORDINARY SHARES OF 5 PENCE EACH 
                                                                                    Interests         Short positions 
                                                                              --------------------  ------------------ 
                                                                                  Number        %       Number      % 
                                                                              --------------  ----  -------------  --- 
 (1) Relevant securities owned and/or controlled:                                   NIL         -        NIL        - 
                                                                              --------------  ----  -------------  --- 
 (2) Cash-settled derivatives:                                                      NIL         -        NIL        - 
                                                                              --------------  ----  -------------  --- 
 (3) Stock-settled derivatives (including options) and agreements to                NIL         -        NIL        - 
 purchase/sell: 
                                                                              --------------  ----  -------------  --- 
                                                                                    NIL         -        NIL        - 
   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).

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: 
 
   Interests in Restore Plc ordinary shares of 5 pence each, held by the directors of Restore 
   and their close relatives and related trusts: 
    Name             Number of ordinary   Percentage of issued 
                                 shares          share capital 
    Martin Towers                15,000                  0.011 
                    -------------------  --------------------- 
    Charles Bligh                31,379                  0.023 
                    -------------------  --------------------- 
    Neil Ritchie                 18,465                  0.014 
                    -------------------  --------------------- 
    Sharon Baylay                15,448                  0.011 
                    -------------------  --------------------- 
    Susan Davy                    4,000                  0.003 
                    -------------------  --------------------- 
    Jamie Hopkins                 7,406                  0.005 
                    -------------------  --------------------- 
 
 
   Interests in nil cost options over Restore Plc ordinary shares of 5 pence each, granted under 
   Restore Plc's Long Term Incentive Plan. Awards are calculated as a percentage of the participant's 
   salary and scaled according to seniority: 
    Name              Date of Grant    Vesting Date    Expiry Date   Number of 
                                                                      ordinary 
                                                                        shares 
    Charles Bligh        21.03.2019      20.03.2022     20.03.2029     253,840 
                    ---------------  --------------  -------------  ---------- 
         03.06.2020      02.06.2023                     02.06.2030     145,917 
    ---------------  --------------  -----------------------------  ---------- 
         09.06.2021      20.03.2024                     20.03.2031     216,616 
    ---------------  --------------  -----------------------------  ---------- 
    Neil Ritchie         01.10.2019      30.09.2022     30.09.2029     110,295 
                    ---------------  --------------  -------------  ---------- 
         03.06.2020      02.06.2023                     02.06.2030      80,000 
    ---------------  --------------  -----------------------------  ---------- 
         09.06.2021      20.03.2024                     20.03.2031     128,049 
    ---------------  --------------  -----------------------------  ---------- 
 

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 
                                       --- 
 
 
 Date of disclosure:    5 AUGUST 2021 
 Contact name:          SARAH WAUDBY 
                       -------------- 
 Telephone number:      0207 514 9536 
                       -------------- 
 

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 .

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