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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
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(a) Full name of discloser: |
Greencore Group plc |
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(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 |
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(c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree |
Greencore Group plc |
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(d) Is the discloser the offeror or the offeree? |
Offeror |
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(e) Date position held: The latest practicable date prior to the disclosure |
27 March 2025 |
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(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 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
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Class of relevant security:
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Ordinary Shares of one pence each |
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Interests |
Short positions |
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Number |
% |
Number |
% |
|
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(1) Relevant securities owned and/or controlled: |
Nil |
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Nil |
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(2) Cash-settled derivatives:
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Nil |
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Nil |
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(3) Stock-settled derivatives (including options) and agreements to purchase/sell: |
Nil |
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Nil |
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TOTAL: |
Nil |
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Nil |
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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
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Class of relevant security in relation to which subscription right exists: |
N/A |
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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:
A) Interests in ordinary shares of Greencore Group plc held by the directors of Greencore Group plc and their close relatives and related trusts
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Name |
Number of Greencore Group plc ordinary shares |
Percentage of issued ordinary share capital of Greencore Group plc (%)1 |
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Dalton Philips |
195,000 |
0.04 |
|
Catherine Gubbins |
0 |
0.00 |
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Linda Hickey |
50,000 |
0.01 |
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Alastair Murray |
70,000 |
0.02 |
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Anne O'Leary |
50,000 |
0.01 |
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Helen Rose |
98,550 |
0.02 |
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Harshitkumar ('Hetal') Shah |
40,394 |
0.01 |
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Leslie Van de Walle |
145,000 |
0.03 |
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Total |
648,944 |
0.15 |
1 Percentages have been given to two decimal places.
B) Interests held as options or awards held by directors of Greencore Group plc in ordinary shares in Greencore Group plc
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Director name |
Share plan |
Date of grant |
Number of ordinary shares (under option) |
Exercise / Vesting Period |
Exercise price (per share) (£) |
|
Dalton Philips |
Performance Share Plan ("PSP") |
09.12.2024 |
566,230 (plus 4,148 shares as dividend equivalent) |
09.12.2027 - 09.12.2029 |
Nil |
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Deferred Bonus Plan ("DBP") |
09.12.2024 |
196,809 (plus 1,188 shares as dividend equivalent) |
09.12.2027 - 09.12.2027 |
Nil |
|
|
DBP |
04.12.2023 |
378,609 (plus 2,286 shares as dividend equivalent) |
04.12.2026 - 04.12.2026 |
Nil |
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PSP |
04.12.2023 |
1,113,693 (plus 8,159 shares as dividend equivalent) |
04.12.2026 - 04.12.2028 |
Nil |
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PSP |
08.12.2022 |
1,548,767 (plus 11,346 shares as dividend equivalent) |
08.12.2025 - 08.12.2027 |
Nil |
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|
Catherine Gubbins |
PSP |
09.12.2024 |
234,464 (plus 1,718 shares as dividend equivalent) |
09.12.2027 - 09.12.2029
|
Nil |
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DBP |
09.12.2024 |
50,707 (plus 306 shares as dividend equivalent) |
09.12.2027 - 09.12.2027 |
Nil |
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|
PSP |
22.03.2024 |
458,085 (plus 3,356 shares as dividend equivalent) |
22.03.2027 - 22.03.2029 |
Nil |
C) Interests held by connected advisors/other presumed concert parties of Greencore Group plc
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Name |
Number of Greencore Group plc ordinary shares |
Percentage of issued ordinary share capital of Greencore Group plc (%) |
|
Goodbody Stockbrokers UC |
172,446 |
0.041 |
1 Percentages have been given to two decimal places.
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
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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" |
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None.
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(b) Agreements, arrangements or understandings relating to options or derivatives
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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" |
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None.
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(c) Attachments
Are any Supplemental Forms attached?
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Supplemental Form 8 (Open Positions) |
NO |
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Supplemental Form 8 (SBL) |
NO |
Date of disclosure: |
28 March 2025 |
Contact name: |
Damien Moynagh |
Telephone number: |
+353 858 560 304 |
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.
| Date | 28 Mar 2025 |
| Time | 11:51:47 |
| Category | Holding(s) in company |
| ID | 7318C |