Gamesys Group PLC Announces Revised: Opening Position Disclosure Form- Gamesys
04/08/2021 - 10:30 AM
LONDON, UK / ACCESSWIRE / April 8, 2021 / Gamesys Group PLC (LSE:GYS)(OTC PINK:JKPTF):
FORM 8 (OPD)
AMENDMENT - CHANGE TO SECTION 3
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:
GAMESYS GROUP PLC
(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.
N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each offeror/offeree
GAMESYS GROUP PLC
(d) Is the discloser the offeror or the offeree?
OFFEREE
(e) Date position held:
The latest practicable date prior to the disclosure
7 APRIL 2021
(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, BALLY'S CORPORATION
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 10 pence each in Gamesys Group plc ("Gamesys")
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 purchase/sell:
Nil
-
Nil
-
TOTAL:
Nil
-
Nil
-
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:
None
Details, including nature of the rights concerned and relevant percentages:
None
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:
3(a) Interests of directors of Gamesys (and their close relatives and related trusts) in ordinary shares of 10 pence each in Gamesys ("Gamesys Shares")
Name
Number of ordinary shares
Percentage of total issued share capital (%)*
Neil Goulden
125,000
0.114
Lee Fenton
729,026
0.666
Robeson Reeves
779,250**
0.712
Keith Laslop
1,078,682***
0.985
Tina Southall
94,170****
0.086
Colin Sturgeon
5,000
0.005
Nigel Brewster
4,991
0.005
Jim Ryan
10,000
0.009
Total:
2,826,119
2.581
* Based on 109,503,120 Gamesys Shares in issue as at 7 April 2021.
** Includes 200 Gamesys Shares held by Lisa Harvey and 1,650 Gamesys Shares held by Dr. Francis William Hugh Reeves, each being close relatives of Robeson Reeves.
*** Includes 1,069,511 Gamesys Shares held by a company that is ultimately controlled by the Laslop Family Settlement, a related trust of Keith Laslop.
**** Includes 408 Gamesys Shares held under the Share Incentive Plan ("SIP ").
3(b) Interests of directors (and their close relatives) of Gamesys in Gamesys share options/awards in respect of Gamesys Shares
Director
Description of option/award
Number
Date of grant
Exercise price
Vesting date
Lapse date
Lee Fenton
Long Term Incentive Plan ("LTIP ") 3
85,149
30 September 2019
Nil
9 March 2022
30 September 2029
LTIP 4
98,842
25 March 2020
Nil
8 March 2023
25 March 2030
Robeson Reeves
LTIP 3
59,604
30 September 2019
Nil
9 March 2022
30 September 2029
LTIP 4
69,189
25 March 2020
Nil
8 March 2023
25 March 2030
Keith Laslop
LTIP 2
55,551
28 March 2018
Nil
26 March 2021
28 March 2028
LTIP 3
74,591
30 September 2019
Nil
9 March 2022
30 September 2029
LTIP 4
95,988
25 March 2020
Nil
8 March 2023
25 March 2030
Tina Southall
LTIP 3
25,204
30 September 2019
Nil
9 March 2022
30 September 2029
LTIP 4
36,165
25 March 2020
Nil
8 March 2023
25 March 2030
Tasha Harvey*
LTIP 3
17,711
30 September 2019
Nil
9 March 2022
30 September 2029
LTIP 4
20,331
25 March 2020
Nil
8 March 2023
25 March 2030
* A close relative of Robeson Reeves.
3(c) Interests in Gamesys Shares held by other concert parties of Gamesys
Concert Party
Number of ordinary shares
Percentage of total issued share capital (%)*
Macquarie Capital (Europe) Limited
336,561
0.307
* Based on 109,503,120 Gamesys Shares in issue as at 7 April 2021.
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:
8 April 2021
Contact name:
Dan Talisman
Telephone number:
+44 (0)7795 418 827
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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SOURCE: Gamesys Group PLC
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