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: Premier Farnell plc ('Premier Farnell') (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 Premier Farnell plc relevant securities this form relates: Use a separate form for each offeror/offeree (d) Is the discloser the offeror or the offeree? Offeree (e) Date position held: 13 JUNE 2016 The latest practicable date prior to the disclosure (f) In addition to the company in 1(c) above, is N/A 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' 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: Premier Farnell plc ordinary shares of 5p each Interests Short positions Number % Number % (1) Relevant securities owned and/ NIL - NIL - 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 Nil 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) Director's beneficial holdings of ordinary shares of 5p each in Premier Farnell Name Number of ordinary shares in Percentage of issued ordinary Premier Farnell plc share capital in Premier Farnell (per cent.) Val Gooding 19,903 0.0053 Paul Withers 70,000 0.188 Thomas Reddin 15,000 0.004 Peter Ventress 15,000 0.004 Gary Hughes 10,500 0.002 Geraint Anderson - Jos Opdeweegh - b) Director share options and share awards each in Premier Farnell plc 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). (i) Options and awards held by Jos Opdeweegh Performance Share Plan (PSP) Grant date Vesting Date subject Subscription Price Outstanding to performance (pence) conditions (where applicable) (year ending 31 January) 683,544 11/04/2019 - 683,544 Executive Share Option Plan (ESOP) Grant date Vesting Date subject Subscription Price Outstanding to performance (pence) conditions (where applicable) (year ending 31 January) 683,544 11/04/2019 118.5p 683,544 c) Interests and short positions in ordinary shares of Premier Farnell's advisers/persons acting in concert with Premier Farnell (i) Barclays Plc Class of relevant security: Premier Farnell plc ordinary shares of 5p each 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: (ii) Jefferies International Limited Class of relevant security: Premier Farnell plc ordinary shares of 5p each 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: (iii) Premier Farnell Corp Master Pension Fund Class of relevant security: Premier Farnell plc ordinary shares of 5p each Interests Short positions Number % Number % (1) Relevant securities owned 2,322,998 0.625 NIL - and/or controlled: (2) Cash-settled derivatives: NIL - NIL - (3) Stock-settled derivatives NIL - NIL - (including options) and agreements to purchase/sell: 2,322,998 - NIL - TOTAL: 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: 1 JULY 2016 Contact name: Steven Webb Group Company Secretary and General Counsel Telephone number: +44 (0)113 348 4514 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 .
Premier Farnell plc published this content on 01 July 2016 and is solely responsible for the information contained herein.
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