Form 8 (OPD) - Mechan Controls PLC

LONDON--()--

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:   Mechan Controls 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. For a trust, the trustee(s), settlor and beneficiaries must be named.

 
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

Mechan Controls plc
(d) Is the discloser the offeror or the offeree? OFFEREE
(e) Date position held:

The latest practicable date prior to the disclosure

30 June 2015
(f) In addition to the company in 1(c) above, is the 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”

No

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:    

 

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 purchase/sell: Nil - Nil -

TOTAL:

Nil - Nil -

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:

Wilfrid Boardman, a director of Mechan Controls plc, has an interest in 1,012,500 ordinary shares of Mechan Conrtols, representing 50.625% of the issued share capital.

 

Mabruk Farrah, a director of Mechan Controls plc, has an interest in 112,000 ordinary shares of Mechan Controls, representing 5.6% of the issued share capital.

 

Peter Knowles, a director of Mechan Controls plc, has an interest in 280,000 ordinary shares of Mechan Controls, representing 14% of the issued share capital.

 

John Faulkner, a director of Mechan Controls plc, has an interest in 96,500 ordinary shares of Mechan Controls, representing 4.825% of the issued share capital. This interest includes 35,000 ordinary shares, held by JCF Trading Company Limited, which is jointly controlled by John Faulkner and his wife, Carol Faulkner.

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:  

2 July 2015

Contact name:

Jayne Elms – Company Secretary

 

Jonathan Hall – EGR Broking – advisers to the Offeree

Telephone number:

Jayne Elms – 01695 722 264

 

Jonathan Hall – 020 3697 9496

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 disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

Short Name: MECP
Category Code: FEE
Sequence Number: 473363
Time of Receipt (offset from UTC): 20150702T170319+0100

Contacts

Mechan Controls Plc

Contacts

Mechan Controls Plc