TIDMINCA

RNS Number : 5145A

Incadea PLC

22 December 2014

The (Form 8.1 and 8.2 - incadea PLC announcement released on 12/12/2014 at 9.09 am under RNS No 6200Z has been amended.

Amendments are identified with an asterisk (*).

The full amended text is shown below.

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) Identity of the party to the offer making the disclosure:                                  incadea PLC 
 (b) Owner or controller of interests and short positions disclosed, if different from 1(a):    N/A 
  The naming of nominee or vehicle companies is insufficient 
                                                                                               ---------------- 
 (c) Name of offeror/offeree in relation to whose relevant securities this form relates:        incadea PLC 
  Use a separate form for each party to the offer 
                                                                                               ---------------- 
 (d) Is the party to the offer making the disclosure the offeror or the offeree?                OFFEREE 
                                                                                               ---------------- 
 (e) Date position held:                                                                        8 December 2014 
                                                                                               ---------------- 
 (f) Has the party previously disclosed, or is it today disclosing, under the Code in respect   NO 
  of any other party to this offer? 
                                                                                               ---------------- 
 
   2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE 

(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: 
                                                   --------      -------------  --- 
 (2) Derivatives (other than options): 
                                                   --------      -------------  --- 
 (3) Options and agreements to purchase/sell: 
                                                   --------      -------------  --- 
                                                      Nil             Nil 
   TOTAL: 
                                                   --------      -------------  --- 
 

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, 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:    None 
 Details, including nature of the rights concerned and relevant percentages:   N/A 
                                                                              ----- 
 

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.

   (c)        Irrevocable commitments and letters of intent 
 
 Details of any irrevocable commitments or letters of intent procured by the party to the offer 
  making the disclosure or any person acting in concert with it (see Note 3 on Rule 2.11 of 
  the Code): 
 
   Nil 
 
   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 of any person acting in 
  concert with the party to the offer making the disclosure: 
 The interests of the directors of incadea PLC (other than Nikolaos Vardinoyannis) in the ordinary 
  shares of 1p each ("Ordinary Shares") are as follows: 
                            shares held in incadea*      % of issued 
                                                       share capital 
   Mr David Vernon Cotterell                81,414*             0.13 
   Mr Philip Lawler                         64,849*            0.10* 
   Mr Pantelis Papageorgiou                  10,700             0.02 
 
 
 
  The following directors of incadea PLC have interests in options over unissued ordinary shares 
  in the Company: 
                              No of shares   Exercise           *Earliest   Date of 
                                  to which      price    date of exercise    expiry 
                            options relate        (p) 
                                                             26 September    26 Sep 
   Mr Patrick Katenkamp            280,000        118                2017      2024 
   Mr Patrick Katenkamp             83,217        nil         21 May 2014    21 May 
                                                                               2022 
                                                             26 September    26 Sep 
   Mr Alex Tsaparas                164,000        118                2017      2024 
   Mr Alex Tsaparas                107,019        nil         21 May 2014    21 May 
                                                                               2022 
 
 
 
  Nikolaos Vardinoyannis, a director of incadea PLC and his close relatives, are indirectly 
  interested in 50.62 per cent. of incadea PLC through their interests in certain existing shareholders, 
  Danbury Enterprises Limited, Kikero Enterprises Limited, Treadstone Holdings Limited and Delanglade 
  Holdings Limited: 
                                  shares held      % of issued 
                                   in incadea    share capital 
   Danbury Enterprises Limited     21,284,264            34.13 
   Kikero Enterprises Limited       9,297,195            14.91 
   Treadstone Holdings Limited        491,176             0.79 
   Delanglade Holdings Limited        491,176             0.79 
   Total                           31,563,811            50.62 
 

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 3 for each additional class of relevant security.

Details of any open derivative or option positions, 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: 
  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:    12 December 2014 
 Contact name:          Emil Pall 
                       -------------------- 
 Telephone number:      +49 (0) 89 69338120 
                       -------------------- 
 

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 dealing 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 company news service from the London Stock Exchange

END

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