Advancedadvt Limited Form 8 (OPD) - AdvancedAdvT Limited (0007Z)
19 Janeiro 2022 - 1:20PM
UK Regulatory
TIDMADVT
RNS Number : 0007Z
Advancedadvt Limited
19 January 2022
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: AdvancedAdvT Limited
(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.
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(c) Name of offeror/offeree in relation to whose relevant securities this form relates: AdvancedAdvT Limited
Use a separate form for each offeror/offeree
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(d) Is the discloser the offeror or the offeree? OFFEROR
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(e) Date position held: 18/01/2022
The latest practicable date prior to the disclosure
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(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect YES
of any other party to the offer?
If it is a cash offer or possible cash offer, state "N/A" M&C Saatchi plc
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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
Class of relevant security: Ordinary shares - NPV
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 nil - nil -
purchase/sell:
---------- ------------- ---
nil - nil -
TOTAL:
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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
Class of relevant security in relation to which subscription right exists: None
Details, including nature of the rights concerned and relevant percentages: N/A
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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:
Ordinary Shares:
Director Number of ordinary % holding
shares
Vinodka Murria 17,500,000 13.14%
------------------- ----------
Acting in Concert Number of ordinary % holding
shares
Marwyn Investment
Management 20,525,000 15.41%
------------------- ----------
Warrants:
Marwyn Investment Management holds 525,000 warrants to subscribe for one additional ordinary
share per warrant in AdvancedAdvT Limited for a price of 100p each. The warrants are exercisable
until 5 years following AdvancedAdvT Limited's admission date, which was 04 December 2020.
Incentive Shares:
Director / Holder Number of incentive shares
Vinodka Murria 15,600
---------------------------
Marwyn Long Term Incentive
LP 2,000
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Gavin Hugill 600
---------------------------
Karen Chandler 600
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As Directors, Vinodka Murria, Gavin Hugill, Karen Chandler and James Corsellis (through his
indirect beneficial interest in Marwyn Long Term Incentive LP) hold Incentive Shares in MAC
I (BVI) Limited, AdvancedAdvT Limited's subsidiary. Subject to a number of provisions and
vesting conditions, the value of the incentive shares is based on value creation in the business(1)
, and at the time of exercising, the Incentive Shares can be exchanged for Ordinary Shares
in AdvancedAdvT Limited.
(1) For further details on the Incentive shares, please refer to the AdvancedAdvT Limited
Financial Statements to 30 June 2021, pages 30-33.
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
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: 19/01/2022
Contact name: Antoinette Vanderpuije
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Telephone number: +44 (0)20 7004 2700
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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 .
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