Form 8 (DD) - Biocompatibles International plc
January 25 2011 - 12:20PM
UK Regulatory
TIDMBII
FORM 8 (DD)
PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT
(INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)
Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Identity of the party to the offer or person acting in Executive Directors
concert making the disclosure: of
Biocompatibles
International 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
(c) Name of offeror/offeree in relation to whose relevant Biocompatibles
securities this form relates: International plc
Use a separate form for each offeror/offeree
(d) Status of person making the disclosure: Person acting in
concert with the
e.g. offeror, offeree, person acting in concert with offeree
the offeror/offeree (specify name of offeror/offeree)
(e) Date dealing undertaken: 24-25 January 2011
(f) Has the party previously disclosed, or is it today No
disclosing, under the Code in respect of any other party
to this offer?
2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE
(a) Interests and short positions in the relevant securities of the
offeror or offeree to which the disclosure relates following the dealing
Class of relevant security: Ordinary 21 53/94p
Interests Short
positions
Number % Number %
(1) Relevant securities owned Ian Ardill 265,586 0.65 0 0
and/or controlled:
Crispin Simon and 667,678 1.63 0 0
connected persons
Peter Stratford 254,111 0.62 0 0
John Sylvester 223,275 0.54 0 0
(2) Derivatives (other than 0 0 0 0
options):
(3) Options and agreements to 0 0 0 0
purchase/sell:
TOTAL:
All interests and all short positions should be disclosed.
Details of any open derivative or option positions, 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 (including directors' and
other executive options)
Class of relevant security in Ordinary
relation to which subscription
right exists:
Details, including nature of the
rights concerned and relevant
percentages: Rights to Subscribe - Options
(a) Awards granted under the Performance Share
Plan
(b) Interests under the No of Unvested Shares (NB
Biocompatibles Share The vesting of these
Incentive Plan shares is not
subject to any performance
conditions)
Ian Ardill 9,063
Crispin Simon 9,063
Peter Stratford 9,063
John Sylvester 9,065
(c) Interests under Share Ordinary Super
Option Schemes Options Options
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.
3. DEALINGS BY THE PERSON MAKING THE DISCLOSURE
(a) Purchases and sales
Name of Class of relevant Purchase/ Number of Price per
director security sale securities unit
(b) Derivatives transactions (other than options)
Class of Product Nature of dealing Number of Price
relevant description reference per
security e.g. opening/closing a long/short securities unit
e.g. CFD position, increasing/reducing a
long/short position
(c) Options transactions in respect of existing securities
(i) Writing, selling, purchasing or varying
Name of Class of Product Writing, Number of Exercise Type Expiry Option money
Director relevant description purchasing, securities to price date paid/
security e.g. call selling, which option per unit e.g. received per
option varying etc. relates American, unit
European
etc.
(ii) Exercising
Name of Class of Product description Number of Exercise
Director relevant securities price per
security e.g. call option unit
Ian Ordinary Nil cost options under the 188,000 Nil
Ardill shares Performance Share Plan
324,000
Crispin
Simon 188,000
Peter 188,000
Stratford
John
Sylvester
Crispin Ordinary Ordinary Options under 31,250 GBP1.89
Simon shares Executive Share Option
Scheme 30,000 GBP0.59
Peter
Stratford
Crispin Ordinary Super Options under 31,250 GBP1.89
Simon shares Executive Share Option
Scheme GBP0.59
(d) Other dealings (including subscribing for new securities)
Class of relevant Nature of dealing Details Price per unit (if
security applicable)
e.g. subscription,
conversion
The currency of all prices and other monetary amounts should be stated.
Where there have been dealings in more than one class of relevant securities of
the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as
appropriate) for each additional class of relevant security dealt in.
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 or person acting in concert making the disclosure and any other person:
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 or person acting in concert making the
disclosure 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: 25 January 2011
Contact name: Ian Ardill
Telephone number: +44 (0) 1252 732645
Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information Service and must also be emailed to the Takeover Panel at
monitoring@disclosure.org.uk. The Panel's Market Surveillance Unit is
available for consultation in relation to the Code's dealing disclosure
requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
END
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