Newtyn Management LLC - Form 8.3 - Ascential Plc
FORM 8.3
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”)
1. KEY INFORMATION
(a) Full name of discloser:Newtyn Management, LLC (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 eachofferor/offeree (d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: (e) Date position held/dealing undertaken:For an opening position disclosure, state the latest practicable date Ascential plc August 6, 2024 prior to the disclosure (f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other No 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: 1.7p ordinary
Interests Short
positions
Number % Number %
(1) Relevant securities owned and/or controlled: 2,628,661 1.29%
(2) Cash-settled derivatives:
(3) Stock-settled derivatives (including options) and
agreements to purchase/sell:
TOTAL: 2,628,661 1.29%
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 security Purchase/sale Number of securities Price per unit 1.7p ordinary Sale 192,6435.7085 GBP
(b) Cash-settled derivative transactions
Nature of
dealinge.g.
Product opening/closing a Number of
Class of relevant descriptione.g. long/short reference Price per unit
security CFD position, securities
increasing/reducing
a long/short
position
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
Writing, Number of Typee.g. Option
Class of Product purchasing, securities Exercise American, Expiry money
relevant descriptione.g. selling, to which price European date paid/
security call option varying option per unit etc. received
etc. relates per unit
(ii) Exercise
Class of relevant Product Exercising/ Number of Exercise price
security descriptione.g. exercised against securities per unit
call option
(d) Other dealings (including subscribing for new securities)
Class of relevant security Nature of dealinge.g. Details Price per unit (if
subscription, conversion applicable)
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 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”
(c) Attachments
Is a Supplemental Form 8 (Open Positions) attached? No
August 7, 2024
Date of disclosure:
Nazim Ally
Contact name:
212-446-2460
Telephone number*:
Public disclosures under Rule 8 of the Code must be made to a
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.
