Form 8 - Molten Ventures Plc: FEE-Form 8 (OPD)*
Molten Ventures Plc (GROW; GRW)
Form 8 - Molten Ventures Plc: FEE-Form 8 (OPD)*
08-Dec-2023 / 11:55 GMT/BST
8 December 2023
MOLTEN VENTURES PLC
(the "Company" or "Molten")
Registered number: 09799594
Legal Entity Identifier: 213800IPCR3SAYJWSW10
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:
Molten Ventures plc
(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.
N/a
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each offeror/offeree
Forward Partners Group plc
(d) Is the discloser the offeror or the offeree?
OFFEROR
(e) Date position held:
The latest practicable date prior to the disclosure
7 December 2023
(f) In addition to the company in 1(c) above, is 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”
YES – Molten Ventures plc
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 £0.01 each ("Forward Partners Shares")
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
2,000,000(1)
1.48
Nil
-
(2) Cash-settled derivatives:
Nil
-
Nil
-
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
Nil
-
Nil
-
TOTAL:
2,000,000
1.48
Nil
-
(1) Esprit Investments (2)(B) LP holds 2,000,000 Forward Partners Shares. Esprit Capital Partners LLP, a wholly owned subsidiary undertaking of Molten Ventures plc, is the alternative investment fund manager of Molten Ventures plc and Esprit Investments (2)(B) LP and controls the voting rights of the Forward Partners Shares held by Esprit Investments (2)(B) LP. Molten Ventures plc holds a 77.9 per cent. direct limited partnership interest in Esprit Investments (2)(B) LP and, accordingly, is beneficially interested in 1,558,000 Forward Partners Shares held by Esprit Investments (2)(B) LP. Molten Ventures Holdings Ltd, a wholly owned subsidiary of Molten Ventures plc, holds a 50 per cent. limited partnership interest in Molten Ventures FoF I LP. Molten Ventures FoF I LP holds a 22.1 per cent. limited partnership interest in Esprit Investments (2)(B) LP. Accordingly, Molten Ventures Holdings Ltd is beneficially interested in 221,000 Forward Partners Shares held by Esprit Investments (2)(B) LP.
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:
None.
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:
8 December 2023
Contact name:
Gareth Faith
Telephone number:
07871 735499
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.
Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
ISIN: GB00BY7QYJ50 Category Code: FEE - Offeree: Forward Partners Group plc TIDM: GROW; GRW LEI Code: 213800IPCR3SAYJWSW10 OAM Categories: 3.1. Additional regulated information required to be disclosed under the laws of a Member State Sequence No.: 290939 EQS News ID: 1793241
End of Announcement EQS News Service