TimesSquare Capital Management, LLC UK Regulatory Announcement: Form 8.3 – HOMESERVE PLC
NEW YORK–(BUSINESS WIRE)–
FORM 8.3
DISCLOSURE OF OPEN POSITION TO THE PUBLIC / DISCLOSURE OF OPERATIONS BY
A PERSON HOLDING AN INTEREST IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code (the “Code”)
1. KEY INFORMATION
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(a) Full name of the discloser: |
TimesSquare Capital Management, LLC (“TimesSquare”) |
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(b) Owner or control of disclosed holdings and short positions, if different from 1(a): The designation of nominees or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named. |
TimesSquare in its capacity as a registered investment adviser with the Securities and Exchange Commission under the Investment Advisers Act of 1940, as amended |
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(vs) Name of the offeror/recipient in relation to the securities concerned by this form: Use a separate form for each offeror/participant |
HOMESERVE PLC |
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(D) If an exempt fund manager is related to an offeror/beneficiary, state this and provide the identity of the offeror/beneficiary: |
N / A |
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(e) Date of position occupied/negotiation carried out: For an open position disclosure, indicate the last practicable date before disclosure |
As of April 25, 2022, TimesSquare holds 4,873,400 |
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(F) In addition to the company mentioned in 1(c) above, does the discloser make disclosures regarding any other party to the offer? If it is a cash offer or a possible cash offer, indicate “N/A” |
N / A
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2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE
If there are positions or subscription rights to be disclosed in more than one class of relevant securities of the offeror or recipient named in 1(c), copy table 2(a) or (b) (depending on the case) for each additional category of relevant securities. Security.
(a) Interests and short positions in relevant securities of the offeror or recipient to which the disclosure relates following the transaction (if any)
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Class of security concerned:
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HOMESERVE PLC, ordinary shares |
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Interests |
Short positions |
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Number |
% |
Number |
% |
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(1) Securities concerned held and/or controlled: |
4,873,400 |
1.45 |
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(2) Derivatives settled in cash:
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(3) Derivatives settled in shares (including options) and purchase/sale contracts: |
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TOTAL: |
4,873,400 |
1.45 |
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All interests and short positions must be disclosed.
Details of all open equity-settled derivative positions (including traded options) or agreements to buy or sell the relevant securities must be provided on Supplementary Form 8 (Open Positions).
(b) Rights to subscribe for new securities (including options for directors and other employees)
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Class of securities concerned in relation to which a subscription right exists: |
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Details, including the nature of the rights affected and the relevant percentages: |
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3. TRANSACTIONS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE
Where there have been transactions in more than one class of relevant securities of the originator or recipient named in 1(c), copy table 3(a), (b), (c) or (d) ) (as applicable) for each class of relevant securities traded.
The currency of all prices and other monetary amounts must be stated.
(a) Purchases and sales
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Relevant security class |
Buy Sell
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Number of titles |
Price per unit |
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2 9/13p ordinary |
Sale |
44,600 |
£9.7223 |
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(b) Cash-settled derivative transactions
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Relevant security class |
Product Description for example CFDs |
Type of transaction e.g. open/close a long/short position, increase/decrease a long/short position |
Number of reference titles |
Price per unit |
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(vs) Equity-settled derivative transactions (including options)
(I) Write, sell, buy or vary
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Relevant security class |
Product Description for example call option |
Write, buy, sell, vary etc. |
Number of shares on which the option relates |
Strike price per unit |
Type for example American, European, etc. |
Expiration date |
Option amount paid/received per unit |
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(ii) Exercise
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Relevant security class |
Product Description for example call option |
Exercise / exercise against |
Number of titles |
Strike price per share |
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(D) Other transactions (including subscription of new securities)
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Relevant security class |
Type of transaction e.g. subscription, conversion |
Details |
Unit price (if applicable) |
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4. OTHER INFORMATION
(a) Indemnity and other business arrangements
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Details of any indemnification or option agreement, or any agreement or understanding, formal or informal, relating to the relevant securities which may be an inducement to trade or refrain from trading 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, indicate “none” |
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Nothing
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(b) Agreements, Arrangements or Agreements Relating to Options or Derivatives
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Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person regarding: (I) the voting rights of any relevant security under any option; or (ii) voting rights or the future acquisition or disposal of any relevant security to which any derivative is referenced: If there are no such agreements, arrangements or understandings, indicate “none” |
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Nothing
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(vs) Attachments
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Is an additional form 8 (open positions) attached? |
YES/NOPE |
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Disclosure date: |
April 26, 2022 |
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Name of the contact: |
David Cielusniak |
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Phone number: |
917-342-7950 |
Public disclosures under rule 8 of the code must be made to a regulatory information service.
The Panel’s Market Surveillance Unit can be consulted about 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.
Category code: RET
Sequence number: 825004
Received time (offset from UTC): 20220426T144022+0100
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