Walls & Futures REIT – Form 8 (OPD)

by | Apr 20, 2021 | Announcements, RNS Announcements

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:

Walls & Futures REIT 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

Walls & Futures REIT plc

(d) Is the discloser the offeror or the offeree?

OFFEREE

(e) Date position held:

     The latest practicable date prior to the disclosure

19 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”

N/A

  1. 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:

 

 

 

 

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:

N/A

Details, including nature of the rights concerned and relevant percentages:

N/A

 

  1. 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)  Beneficial holdings of the Directors of Walls & Futures REIT plc (including their close relatives) in its ordinary shares of 5p each

Name

Number of ordinary shares held

% of voting rights

Joseph McTaggart

102,085

2.72

Peter Wylie

60,347

1.61

David White

19,386

0.52

Mrs C Johnston1

7,614

0.20

Victoria White2

7,582

0.20

Mrs J McTaggart3

5,890

0.16

Mr A McTaggart4

1,250

0.03

TOTAL

204,154

5.44

 

1-     Mother of D White

2-     Wife of D White

3-     Mother of J McTaggart

4-     Brother of J McTaggart

(b)  Rights to subscribe for ordinary shares of Walls & Futures REIT plc (including their close relatives) in its ordinary shares of 5p each

Warrants over ordinary shares in Walls & Futures REIT plc 

Name

Date of grant

Exercise price (p)

Expiry date

Number outstanding

% of enlarged share capital*

Joseph McTaggart

29 Nov 2016

100

30 September 2022

33,235

0.87

David White

29 Nov 2016

100

30 September 2022

10,250

0.27

TOTAL

 

 

 

43,485

1.14

 

* assuming all outstanding options in Walls & Futures REIT plc are exercised and no other shares are issued


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).

  1. 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:

20 April 2021
Contact name:

Joe McTaggart
Telephone number:

0333 700 7171

 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.