Wrap Text
Public Opening Position Disclosure by a Party to an Offer
Mondi plc
Incorporated in England and Wales
Registered number: 6209386
LEI: 213800LOZA69QFDC9N34
LSE share code: MNDI ISIN: GB00BMWC6P49
JSE share code: MNP
22 February 2024
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: Mondi plc
(b) Owner or controller of interests and short N/A
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 Mondi plc
relevant securities this form relates:
Use a separate form for each offeror/offeree
(d) Is the discloser the offeror or the offeree? OFFEROR
(e) Date position held: 22 February 2024
The latest practicable date prior to the disclosure
(f) In addition to the company in 1(c) above, is the No
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"
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 in Mondi plc
Interests Short positions
Number % Number %
(1) Relevant securities owned Nil - Nil -
and/or controlled:
(2) Cash-settled derivatives: Nil - Nil -
(3) Stock-settled derivatives Nil - Nil -
(including options) and
agreements to purchase/sell:
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 N/A
which subscription right exists:
Details, including nature of the rights N/A
concerned and relevant percentages:
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) Interests in Mondi plc ordinary shares held by the directors of Mondi plc and their
close relatives and related trusts
Mondi plc Director Number of relevant %1
securities owned and/or
controlled
Philip Yea 25,000 0.00
Andrew King 191,7842 0.04
Michael Powell 36,5723 0.00
Svein Richard Brandtzaeg 1,136 0.00
Susan Clark 3,845 0.00
Saki Macozoma 400 0.00
Dominique Reiniche 909 0.00
Angela Strank 817 0.00
Stephen Young 1,841 0.00
(B) Interests under the Mondi plc share plans held by the directors of Mondi plc
Mondi plc Director Number Grant Date Vesting Expiry Exercise
of Date4 Date5 Price
relevant
securities
Andrew King 18,970 12/03/21 29 On or Nil cost
1
Rounded down to two decimal places.
2
The total of which includes 6,942 shares held in the trust for Mondi plc's Share Incentive Plan on
behalf of Andrew King. There are no dealing discretions in respect of such shares.
3
The total of which includes 654 shares held in the trust for Mondi plc's Share Incentive Plan on
behalf of Michael Powell. There are no dealing discretions in respect of such shares.
4
Mondi plc's established practice is that Vesting Dates fall as soon as is practicable following the
announcement of Mondi plc's preliminary results each year, and therefore the dates vary depending on
when results are announced.
5
Expiry Dates flow from the relevant Vesting Dates, and therefore vary depending on when Mondi
plc's preliminary results are announced. Expiry Dates generally occur 12 months after the relevant
Vesting Dates, but Mondi plc retains discretion to extend such periods in accordance with the relevant
plan rules.
(BSP) February around
2024 29
February
2025
128,675 12/03/21 29 On or Nil cost
(LTIP) February around
2024 29
February
2025
64,849 10/03/22 On or On or Nil cost
(BSP) around around
10 March 10 March
2025 2026
170,389 10/03/22 On or On or Nil cost
(LTIP) around around
10 March 10 March
2025 2026
63,779 06/03/23 On or On or Nil cost
(BSP) around 6 around 6
March March
2026 2027
175,110 06/03/23 On or On or Nil cost
(LTIP) around 6 around 6
March March
2026 2027
Michael Powell 2,038 12/03/21 29 On or Nil cost
(BSP) February around
2024 29
February
2025
74,916 12/03/21 29 On or Nil cost
(LTIP) February around
2024 29
February
2025
37,607 10/03/22 On or On or Nil cost
(BSP) around around
10 March 10 March
2025 2026
99,201 10/03/22 On or On or Nil cost
(LTIP) around around
10 March 10 March
2025 2026
37,761 06/03/23 On or On or Nil cost
(BSP) around 6 around 6
March March
2026 2027
101,947 06/03/23 On or On or Nil cost
(LTIP) around 6 around 6
March March
2026 2027
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: 22 February 2024
Contact name: Jenny Hampshire
Telephone number: +44 1932 826368
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.
Sponsor in South Africa: Merrill Lynch South Africa Proprietary Limited t/a BofA Securities.
Date: 22-02-2024 04:00:00
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