RNS Announcement

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RNS Announcement | Ticker

RNS Number : 9555M

Takeover Panel

19 September 2023

THE TAKEOVER PANEL - DISCLOSURE TABLE

19 September 2023

The following are today's changes to the Disclosure Table:

ADDITIONS

None

DELETIONS

OFFEREE: Kinovo plc
Offer period commenced: 13:00 24-Aug-2023
10p ordinary	ISIN: GB00BV9GHQ09	NSI: 62,788,214
OFFEROR: Rx3 Holdings Limited
Offeror identified: 13:00 24-Aug-2023
Rule 2.6 deadline: 17:00 21-Sep-2023
Disclosure of dealings and positions in this offeror is not required

OTHER AMENDMENTS

None

DISCLOSURE TABLE

OFFEREE: Advanced Oncotherapy plc
Offer period commenced: 07:00 18-Apr-2023
25p ordinary	ISIN: GB00BD6SX109	NSI: 542,573,869
Senior secured fixed rate convertible loan notes 11 January 2024		NSI: 6,379,725
OFFEROR: No named offeror

OFFEREE: Allergy Therapeutics plc
Offer period commenced: 14:01 06-Apr-2023
0.1p ordinary	ISIN: GB00B02LCQ05	NSI: 679,104,621
OFFEROR: Skygem Acquisition Limited (an indirect wholly-owned subsidiary of funds managed by ZQ Capital Management Limited)
Offeror identified: 14:01 06-Apr-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Blancco Technology Group plc
Offer period commenced: 07:00 02-Aug-2023
2p ordinary	ISIN: GB00B06GNN57	NSI: 75,709,857
OFFEROR: White Bidco Limited (an entity indirectly owned by the Francisco Partners Funds)
Offeror identified: 07:00 02-Aug-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Curtis Banks Group plc
Offer period commenced: 11:41 25-Nov-2022
0.5p ordinary	ISIN: GB00BW0D4R71	NSI: 66,879,312
OFFEROR: Nucleus Clyde Acquisition Limited (a newly formed company wholly-owned by Nucleus Financial Platforms Limited)
Offeror identified: 11:41 25-Nov-2022
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Dechra Pharmaceuticals plc
Offer period commenced: 17:32 13-Apr-2023
1p ordinary	ISIN: GB0009633180	NSI: 113,888,298
OFFEROR: Freya Bidco Limited (a newly formed company to be indirectly owned by (i) EQT X EUR SCSp and EQT X USD SCSp, each acting through its manager (gerant) EQT Fund Management S.a r.l., and (ii) Luxinva S.A.)
Offeror identified: 17:32 13-Apr-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: DWF Group plc
Offer period commenced: 10:34 10-Jul-2023
1p ordinary	ISIN: GB00BJMD6M39	NSI: 341,979,578
OFFEROR: Aquila Bidco Limited (a newly incorporated wholly-owned subsidiary of funds advised by Inflexion Private Equity Partners LLP)
Offeror identified: 10:34 10-Jul-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: DX (Group) plc
Offer period commenced: 14:36 11-Sep-2023
1p ordinary	ISIN: GB00BJTCG679	NSI: 604,900,491
OFFEROR: H.I.G. European Capital Partners LLP
Offeror identified: 14:36 11-Sep-2023
Rule 2.6 deadline: 17:00 09-Oct-2023
Disclosure of dealings and positions in this offeror is not required

OFFEREE: EMIS Group plc
Offer period commenced: 15:50 17-Jun-2022
1p ordinary	ISIN: GB00B61D1Y04	NSI: 63,311,396
OFFEROR: Bordeaux UK Holdings II Limited (an affiliate of Optum Health Solutions (UK) Limited and a wholly owned subsidiary of UnitedHealth Group Incorporated)
Offeror identified: 15:50 17-Jun-2022
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Ergomed plc
Offer period commenced: 07:00 04-Sep-2023
1p ordinary	ISIN: GB00BN7ZCY67	NSI: 50,932,605
OFFEROR: Eden AcquisitionCo Limited (a newly incorporated company controlled and owned by funds advised by Permira Advisers LLP)
Offeror identified: 07:00 04-Sep-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: FireAngel Safety Technology Group plc
Offer period commenced: 07:02 06-Jun-2023
2p ordinary	ISIN: GB0030508757	NSI: 302,321,822
Warrant 3p June 2026		NSI: 60,355,529
OFFEROR: No named offeror

OFFEREE: Gresham House plc
Offer period commenced: 07:00 17-Jul-2023
25p ordinary	ISIN: GB0003887287	NSI: 38,273,996
OFFEROR: Seed Bidco Limited (a company controlled by funds advised by Searchlight Capital Partners, L.P. and its affiliates)
Offeror identified: 07:00 17-Jul-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Impellam Group plc
Offer period commenced: 07:00 12-Apr-2022
1p ordinary	ISIN: GB00B8HWGJ55	NSI: 44,843,674
OFFEROR: HeadFirst Global
Offeror identified: 18:03 04-Jul-2023
Rule 2.6 deadline: 17:00 20-Sep-2023
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Instem plc
Offer period commenced: 07:00 30-Aug-2023
10p ordinary	ISIN: GB00B3TQCK30	NSI: 22,899,433
OFFEROR: Ichor Management Limited (a newly incorporated company controlled by funds managed by ARCHIMED SAS)
Offeror identified: 07:00 30-Aug-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Lookers plc
Offer period commenced: 07:00 20-Jun-2023
5p ordinary	ISIN: GB00B17MMZ46	NSI: 381,852,832
OFFEROR: Global Auto Holdings Limited (a company which is wholly owned by Impero Jersey Corp Ltd, a company owned by Kuldeep Billan, the founder and Executive Chairman of AAG)
Offeror identified: 07:00 20-Jun-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Network International Holdings plc
Offer period commenced: 14:05 13-Apr-2023
10p ordinary	ISIN: GB00BH3VJ782	NSI: 532,748,593
OFFEROR: BCP VI Neptune Bidco Holdings Limited (an entity indirectly owned by Brookfield Business Partners together with private equity funds managed and/or advised by affiliates of Brookfield Asset Management Ltd)
Offeror identified: 07:00 21-Apr-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Numis Corporation plc
Offer period commenced: 07:00 28-Apr-2023
5p ordinary	ISIN: GB00B05M6465	NSI: 110,003,459
OFFEROR: Deutsche Bank AG
Offeror identified: 07:00 28-Apr-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Osirium Technologies plc
Offer period commenced: 12:00 30-Aug-2023
1p ordinary	ISIN: GB00BZ58DH10	NSI: 122,548,681
OFFEROR: SailPoint Technologies UK Ltd (a company indirectly wholly-owned by SailPoint Parent, L.P.)
Offeror identified: 12:00 30-Aug-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Premier Veterinary Group plc (See Note 9 below)
Offer period commenced: 10:19 15-Sep-2023
0.1p ordinary	ISIN: GB00BSZLMS59	NSI: 16,497,970
0.1p A ordinary		NSI: 645,269
OFFEROR: No named offeror

OFFEREE: Round Hill Music Royalty Fund Limited
Offer period commenced: 07:08 08-Sep-2023
NPV ordinary	ISIN: GG00BMXNVC81	NSI: 407,621,300
OFFEROR: Concord Cadence Limited (a wholly-owned subsidiary of Concord, which is an Alchemy Copyrights, LLC trading vehicle)
Offeror identified: 07:08 08-Sep-2023
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Smoove plc
Offer period commenced: 11:38 24-Apr-2023
0.4p ordinary	ISIN: GB00BNG8T458	NSI: 57,016,550
OFFEROR: PEXA Group Limited
Offeror identified: 11:38 24-Apr-2023
Rule 2.6 deadline: 17:00 06-Oct-2023
Disclosure of dealings and positions in this offeror is not required

OFFEREE: STM Group plc
Offer period commenced: 07:00 11-Jul-2023
0.1p ordinary	ISIN: IM00B1S9KY98	NSI: 59,408,088
OFFEROR: PSF Capital GP II Limited as general partner of PSF Capital Reserve LP
Offeror identified: 07:00 11-Jul-2023
Rule 2.6 deadline: 17:00 27-Sep-2023
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Tintra plc
Offer period commenced: 13:30 07-Sep-2023
1p ordinary	ISIN: GB00BHXM9D70	NSI: 17,727,953
OFFEROR: LRB 35 Limited (an unquoted special purpose vehicle currently controlled by its directors, Tariq Al Abdulla and Andrew Bascombe)
Offeror identified: 13:30 07-Sep-2023
Rule 2.6 deadline: 17:00 05-Oct-2023
Disclosure of dealings and positions in this offeror is not required

OFFEREE: Wentworth Resources plc
Offer period commenced: 07:00 05-Dec-2022
NPV ordinary	ISIN: JE00BGT34J81	NSI: 178,952,098
OFFEROR: Etablissements Maurel & Prom S.A.
Offeror identified: 07:00 05-Dec-2022
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required

Notes:

1.	Rule 8 of the Takeover Code (the "Code") sets out the circumstances in which Dealing Disclosures and/or Opening Position Disclosures are required to be made by the parties to an offer, persons acting in concert with them, persons with an interest in relevant securities of 1% or more and exempt principal traders ("EPTs") connected with the parties to an offer.
2.	Where an offeror is marked "Disclosure of dealings and positions in this offeror is not required", dealings and positions in relevant securities of that offeror are not required to be disclosed under Rule 8. This is either because it has been announced that the offer or possible offer is, or is likely to be, solely in cash or because disclosure is not required for some other reason.
3.	Dealings and positions required to be disclosed under Rule 8 of the Code include dealings and positions in derivatives referenced to, and options in respect of, relevant securities of an offeree company and, where appropriate, an offeror (see Note 2 above).
4.	The information set out in the Disclosure Table relating to the relevant securities in issue of an offeree company or of an offeror (and any amendments thereto) has been extracted from the relevant announcement made by such company under Rule 2.9 of the Code. Similarly, details of any deadline set under Rule 2.6 by which a potential offeror must announce either a firm intention to make a bid or that it does not intend to make an offer (or, in the case of Rule 2.6(a), by which the Panel must consent to an extension of the deadline) has been extracted from the relevant announcement made by the offeree company.
5.	Additions and deletions of offeree companies and offerors are reflected in the Disclosure Table throughout the day, following the relevant announcement. Other amendments may also be made throughout the day. In any event, details of the classes of relevant securities issued by an offeree or offeror company, the number of such securities in issue ("NSI") and the International Securities Identification Number ("ISIN") of such securities announced under Rule 2.9 of the Code before 5.00 pm each day will be included in the final version of the Disclosure Table by 5.30 pm that day. The final version of the Disclosure Table issued each day will be marked "Final" and persons required to make Dealing Disclosures and Opening Position Disclosures are advised to use that final version. Any changes to a potential offeror's Rule 2.6 deadline will also be reflected in the "Final" version of the Disclosure Table, although any such changes will not be shown in the "Amendments" section at the top of the Disclosure Table.
6.	Dealing Disclosures by the parties to an offer, persons acting in concert with them and connected EPTs must be made by no later than 12 noon on the business day (as defined in the Code) following the date of the relevant dealing and Dealing Disclosures by persons with an interest in relevant securities of 1% or more must be made by 3.30 pm on the business day following the date of the relevant dealing.
7.	Opening Position Disclosures by the parties to an offer and by connected EPTs must be made by no later than 12 noon on the 10th business day after the commencement of the offer period or the announcement that first identifies an offeror (as the case may be). Where required, Opening Position Disclosures by persons with interests in relevant securities of 1% or more must be made by no later than 3.30 pm on the 10th business day after the commencement of the offer period or the announcement that first identifies an offeror (as the case may be). Details of the time and date at which an offer period commenced and at which an offeror was first identified are set out in the Disclosure Table. In order to calculate the deadline for Opening Position Disclosures, it is therefore necessary to count forward 10 business days from the relevant date.
8.	Opening Position Disclosures and Dealing Disclosures required under Rule 8 of the Code must be made to a Regulatory Information Service ("RIS").
9.	This Note is applicable if it says "See Note 9 below" by the name of the company in the Disclosure Table above. The Executive has granted the company a dispensation from the requirements under the Code that announcements must be published via a RIS. The company is instead required to publish all announcements on its website. The Executive has also granted a dispensation from Note 3 on Rule 8 of the Code that disclosures made under Rule 8 of the Code must be made to a RIS. Therefore, Opening Position Disclosures and Dealing Disclosures required under Rule 8 of the Code may be made to the company at the address stated in the announcement that commenced the offer period.

10.	The following are approved Regulatory Information Services:
.	Business Wire Regulatory Disclosure provided by Business Wire	+44 (0)20 7626 1982
.	GlobeNewswire provided by GlobeNewswire UK Limited	+44 (0)20 3753 2071
.	PR Newswire Disclose provided by Cision Group Ltd	+44 (0)20 7454 5210
.	RNS provided by the London Stock Exchange	+44 (0)20 7797 4400
.	EQS COCKPIT provided by EQS Group AG	+44 (0)20 3141 3940

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