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Module 8.3 – Urban & Civic Plc
FORM 8.3 DISCLOSURE OF THE PUBLIC OPENING POSITION / DISCLOSURE OF PROCESSING BY A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING OR MORE THAN 1% Rule 8.3 of the Acquisition Code (the “Code”) 1. KEY INFORMATION (a) Full name of disclosure: Rathbone Brothers PLC (b) Owner or processor of disclosed short positions and interests, if other than 1 (a): The name of the nominee or vehicle companies is insufficient. For a trust, the trustee, settlor and beneficiaries must be named. (c) Name of offeror / issuer in relation to whose relevant securities this form relates: Use a separate form for each offeror / issuer Urban & Civic Plc (d) If an exempt fund manager connected with an offeror / issuer, declare this and specify the identity of the offeror / issuer: (e) Date of position held / negotiation undertaken: for disclosure on the opening position, indicate the latest possible date before disclosure 16/11/2020 (f) In addition to the referred to in point 1 (c) above, is the disclosure making the disclosures in relation to any other part of the offering? If it is a cash offer or a possible cash offer, please indicate “N / A” No 2. POSITIONS OF THE DISCLOSURE PERSON If there are positions or subscription rights for disclosure in more than one class of relevant securities of the offeror or issuer named in 1 (c), copy Table 2 (a) or (b) (as applicable) for each additional class of relevant securities. (a) Interest and short positions in the relevant securities of the offeror or issuer to which the disclosure relates following the trade (if any) Relevant security class: Interest Short positions Number% Number% (1) Relevant securities held and / or subsidiaries: 4,254.7212.9307% (2) Cash-settled derivatives: (3) Share-settled derivatives (including options) and buy / sell agreements: TOTAL: 4,254.7212.9307% All interests and all short positions should be disclosed Details of any open equity settled derivative positions (including traded options) or agreements to buy or sell relevant securities should be giv en on a Supplementary form 8 (Open positions). (b) Rights to subscribe to new securities (including options of directors and other employees) Relevant security class in relation to which the subscription right exists: Details, including the nature of the rights involved and relevant percentages: 3. RELATIONS ( IF PRESENT) BY THE DISCLOSURE PERSON If there has been trading in more than one class of relevant securities of the offeror or issuer referred to in 1 (c), copy Table 3 (a), (b ), (c) or (d) (as applicable) for each additional class of relevant securities traded. The currency of all prices and other monetary amounts should be indicated. (a) Purchases and sales Relevant security class Purchase / sale Number of securities Price per unit 1p Ordinary shares Sale 270,000 3.42pence (b) Cash-settled derivative transactions Relevant security class Product description ex. CFD Nature of trading ex. open / close a long / short position, increase / decrease a long / short position Number of reference securities Price per share (c) Equity-regulated derivative transactions (including options) (i) Write, sell, buy or change Relevant security class Product description, e.g. call option, write, buy, sell, change, etc. Number of securities to which the option applies Strike price by type of unit eg. American, European, etc. Maturity date Option money paid / received per unit (ii) Year Relevant security class Product description eg. call option Exercise / exercised against Number of securities Strike price per unit (d) Other transactions (including the subscription of new securities) Class of relevant trading security, eg subscription, conversion Details Price per unit (if applicable) 4. OTHER INFORMATION (a) Indemnity and other trading agreements Details of any indemnity or option agreement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an incentive to deal or refrain from trading entered into by the person making the disclosure and any part of the offer or any person acting in concert with any part of the offer: firm commitments and letters of intent should not be included. If no such agreements, understandings or understandings exist, indicate “none” (b) Agreements, arrangements or arrangements 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) voting rights of any material security under any option; or (ii) the voting rights or future acquisition or disposal of any relevant security referenced by any derivative: If no such agreements, understandings or understandings exist, indicate “none” (c) Attachments It is a Supplementary Form 8 (Open positions) attached? No Disclosure Date: 11/17/2020 Contact Name: Angela Hepburn – Compliance Department Telephone Number: 0151 236 6666 Public disclosures under Rule 8 of the Code must be made to a Regulatory Intelligence Service The Oversight Unit The Panel Market is available for consultation in relation to the disclosure requirements of the Code 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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