TIDMFCCN
RNS Number : 9559N
MIP Holdings Limited
04 October 2021
FORM 8 (OPD)
AMMENT - THIS DISCLOSURE REPLACES RNS NUMBER 8153N
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: MIP Holdings Ltd (a newly incorporated entity directly
owned and controlled by Apinder Singh
Ghura, Amarjit Singh Grewal and KJR Brothers Limited)
(b) Owner or controller of interests and short positions KJR Brothers Limited is a company ultimately controlled
disclosed, if different from 1(a): by Rafiq Daud Patel and Gafoor Daud
The naming of nominee or vehicle companies is Patel and their immediate families
insufficient. For a trust, the trustee(s),
settlor and beneficiaries must be named.
----------------------------------------------------------
(c) Name of offeror/offeree in relation to whose relevant French Connection Group plc
securities this form relates:
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: 1 October 2021
The latest practicable date prior to the disclosure
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(f) In addition to the company in 1(c) above, is the N/A
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"
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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: 1p Ordinary
Interests Short positions
------------- ------------------
Number % Number %
------- ---- ----------- -----
(1) Relevant securities owned and/or controlled: Nil Nil Nil Nil
------- ---- ----------- -----
(2) Cash-settled derivatives: Nil Nil Nil Nil
------- ---- ----------- -----
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: Nil Nil Nil Nil
------- ---- ----------- -----
Nil Nil Nil Nil
TOTAL:
------- ---- ----------- -----
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
----
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:
Apinder Singh Ghura holds 24,518,465 shares and on 4 October 2021, entered into a sale agreement
over the entire interest with MIP Holdings Limited as described in the attached Supplemental
Form 8 (Open Positions).
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) YES
Supplemental Form 8 (SBL) NO
----
Date of disclosure: 01 October 2021
Contact name: (1) Apinder Singh Ghura
(2) Amarjit Singh Grewal
(3) Rafiq Daud Patel (KJR Brothers Limited)
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Telephone number:
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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.
, the news service of the London Stock Exchange. RNS is approved by
the Financial Conduct Authority to act as a Primary Information
Provider in the United Kingdom. Terms and conditions relating to
the use and distribution of this information may apply. For further
information, please contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
SUPPLEMENTAL FORM 8 (OPEN POSITIONS)
DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION)
POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.
Note 5(i) on Rule 8 of the Takeover Code (the "Code")
1. KEY INFORMATION
Full name of person making disclosure: MIP Holdings Ltd (a newly incorporated entity directly
owned and controlled by Apinder Singh
Ghura, Amarjit Singh Grewal and KJR Brothers Limited)
Name of offeror/offeree in relation to whose relevant French Connection Group plc
securities the disclosure relates:
----------------------------------------------------------
2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
Class of Product Written or Number of Exercise price Type Expiry date
relevant description purchased securities to per unit e.g. American,
security e.g. call which option European etc.
option or derivative
relates
3. AGREEMENTS TO PURCHASE OR SELL ETC.
Full details should be given so that the nature of the
interest or position can be fully understood:
24,518,465 ordinary shares of 1p (constituting 25.38% of
the Offeree's issued share capital as at 1 October 2021)
owned by Apinder Singh Ghura are the subject of a conditional
cash sale agreement between the Offeror and Apinder Singh
Ghura, pursuant to which the Offeror will acquire such
shares at a price of 30p on the Effective Date.
A copy of the agreement is disclosed at www.frenchconnection.com
It is not necessary to provide details on a Supplemental Form
(Open Positions) with regard to cash-settled derivatives.
The currency of all prices and other monetary amounts should be
stated.
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 .
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
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October 04, 2021 11:00 ET (15:00 GMT)
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