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Public opening position disclosure by a party to an offer
RDI REIT P.L.C.
(Incorporated in the Isle of Man)
(Registered number 010534V)
LSE share code: RDI
JSE share code: RPL
LEI: 2138006NHZUMMRYQ1745
ISIN: IM00BH3JLY32
(“RDI” or the “Company”)
FORM 8 (OPD) RDI REIT P.L.C.
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: RDI REIT P.L.C.
(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: RDI REIT P.L.C.
Use a separate form for each offeror/offeree
(d) Is the discloser the offeror or the offeree? Offeree
(e) Date position held: 10 March 2021
The latest practicable date prior to the disclosure
(f) In addition to the company in 1(c) above, is the discloser
making disclosures in respect of any other party to the
offer? N/A
If it is a cash offer or possible cash offer, state “N/A”
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 of 40p each
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or
controlled: N/A N/A
(2) Cash-settled derivatives:
N/A N/A
(3) Stock-settled derivatives (including
options) and agreements to
purchase/sell: N/A N/A
TOTAL: N/A N/A
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:
(a) Shares held by Redefine International Management Holdings Limited (subsidiary of RDI REIT P.L.C.)
Number of Ordinary Shares of 40p each Percentage of total issued share
Name in the Offeree interested in capital (%) of the Offeree
Redefine International
Management Holdings
Limited 64,179 0.02
(b) Shares held by the directors of RDI REIT P.L.C.
Number of Ordinary Shares of 40p each Percentage of total issued share
Name in the Offeree interested in capital (%) of the Offeree
Stephen Oakenfull 207,282* 0.05
Donald Grant 84,839 0.02
Gavin Tipper** 101,726 0.03
TOTAL: 393,847 0.10
* 114,707 of which are held by Andrea Oakenfull, wife of Stephen Oakenfull
** held by Thornton Retirement PCC [Class C]
(c) Awards granted to the directors of RDI REIT P.L.C. outstanding
Number of
Ordinary
Shares of 40p
each subject
to the Performance/
Description of outstanding Deferred Vesting
Name Award Date of Grant awards Period Date Award price
Stephen Short Term 127.4p (based
Oakenfull Incentive Plan on share price
Deferred at 28
Shares 01.09.19, November
(“STIP”) 02.12.19 39,551 01.09.20 01.12.21 2019)
92.8p (based
on share price
01.09.20, at 1 December
STIP 01.12.20 33,332 01.09.21 01.12.22 2020)
168.5p (based
on share price
Long Term 01.09.18, at 1
Incentive Plan 01.09.19, September
(“LTIP”) 31.10.18 343,264 01.09.20 31.10.21 2018)
104p (based
on share price
01.09.19, at 1
01.09.20, September
LTIP 02.12.19 427,500 01.09.21 02.12.22 2019)
86p (based on
01.09.20, share price at
01.09.21, 1 September
LTIP 01.12.20 528,663 01.09.22 01.12.23 2020)
Donald 127.4p (based
Grant on share price
at 28
01.09.19, November
STIP 02.12.19 31,249 01.09.20 01.12.21 2019)
92.8p (based
on share price
01.09.20, at 1 December
STIP 01.12.20 26,637 01.09.21 01.12.22 2020)
168.5p (based
on share price
01.09.18, at 1
01.09.19, September
LTIP 31.10.18 290,326 01.09.20 31.10.21 2018)
104p (based
on share price
01.09.19, at 1
02.12.19 361,586 01.09.20, September
LTIP 01.09.21 02.12.22 2019)
86p (based on
01.09.20, share price at
01.09.21, 1 September
LTIP 01.12.20 447,035 01.09.22 01.12.23 2020)
Name of adviser Interests held (other than Rule 8
exempt entities)
J.P. Morgan Securities plc(1) 22 ordinary shares of 40 pence each
(1) The interests are held by J.P. Morgan Chase Bank (Custody)
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: 11 March 2021
Contact name: Lisa Hibberd
Telephone number: 020 7811 0100
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.
11 March 2021
JSE sponsor
Java Capital
Date: 11-03-2021 05:15:00
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