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PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code (the "Code")
(a) Full name of discloser: BCK Capital Management LP
(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.
(c) Name of offeror/offeree Earthport Plc
in relation to whose
relevant securities this form relates:
Use a separate form for each offeror/offeree
(d) If an exempt fund manager connected
with an offeror/offeree,
state this and specify identity
(e) Date position held/dealing undertaken: March 21, 2019
For an opening position disclosure,
state the latest
practicable date prior to the disclosure
(f) In addition to the company in YES / NO / N/A
1(c) above, is the discloser If YES, specify which:
making disclosures in respect of N/A
any other party to the offer?
If it is a cash offer or possible
cash offer, state "N/A"
2.POSITIONS OF THE PERSON 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 following the dealing (if any)
Class of relevant security: 10p ordinary
Interests Short positions
Number % Number %
(1) Relevant securities owned 269,922 .0425%
(2) Cash-settled derivatives: 11,518,960 1.8139%
(3) Stock-settled derivatives
and agreements to purchase/sell:
TOTAL: 11,788,882 1.8564%
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).
(b)Rights to subscribe for new securities (including directors' and other employee options)
Class of relevant security in relation
to which subscription right exists:
Details, including nature of the rights
concerned and relevant percentages:
3.DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE
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.
The currency of all prices and other monetary amounts should be stated.
(a)Purchases and sales
Class of relevant Purchase/sale Number of securities Price per unit
(b)Cash-settled derivative transactions
Class of relevant Product Nature of Number of reference Price per unit
security description dealing securities
e.g. CFD e.g.
10p ordinary CFD Decreasing 4,593 36.50 GBp
(c)Stock-settled derivative transactions (including options)
(i)Writing, selling, purchasing or varying
Class of Product Writing, Number Exercise price Type Expiry date Option money
relevant descriptione.g. purchasing, of securities per unit e.g. American, paid/
security call selling, to European etc. received
option varying etc. which option per unit
Class of relevant Product Exercising/ Number Exercise price
security description exercised of securities per unit
e.g. call against
(d)Other dealings (including subscribing for new securities)
Class of relevant security Nature of dealing Details Price per unit (if
e.g. subscription, applicable)
(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 person making the disclosure and any
party to the offer or any person acting
in concert with a party to the offer:
Irrevocable commitments and letters of intent
should not be included. If there
are no such agreements, arrangements or understandings, state "none"
(b)Agreements, arrangements or understandings relating to options or derivatives
Details of any agreement, arrangement or
understanding, formal or informal,
between the person 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"
Is a Supplemental Form 8 (Open Positions) attached? NO
Date of disclosure: March 22, 2019
Contact name: Peter Overs, Jr.
Telephone number*: 203-989-9658
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.
*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel's Market Surveillance Unit.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
View source version on businesswire.com: https://www.businesswire.com/news/home/20190322005406/en/
This information is provided by Business Wire
(END) Dow Jones Newswires
March 22, 2019 13:46 ET (17:46 GMT)