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 Rules 8.1 and 8.2 of the Takeover Code (the “Code”)

  1. KEY INFORMATION

(a) Full name of discloser:

ServicePower Technologies 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.

 

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

     Use a separate form for each offeror/offeree

ServicePower Technologies Plc

(d) Is the discloser the offeror or the offeree?

OFFEREE

(e) Date position held:

     The latest practicable date prior to the disclosure

16 November 2016

(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”

NO

 

 

  1. 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 1 pence each

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

Nil

0

Nil

0

(2) Cash-settled derivatives:

 

Nil

0

Nil

0

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

Nil

0

Nil

0

 

     TOTAL:

nil

0

nil

0

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:

None

Details, including nature of the rights concerned and relevant percentages:

None

 

  1. 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:

 

3.1 Beneficial interests of certain directors of ServicePower Technologies Plc in           

ServicePower Technologies Plc's ordinary shares of 1 pence each:

 

Name

Number of Shares

%

Lindsay Bury*

11,135,150

4.89%

Hugh Fitzwilliam-Lay

9,895,490

4.35%

Marne Martin

389,395

0.17%

 

 

 

Bury Fitzwilliam-Lay and Partners LLP

9,551,007

4.20%

 * of which 1,988,157 are held in the name of Lindsay Bury’s wife, Sarah Bury and 2,188,195 are held by the Millichope Foundation, a charity that Lindsay Bury is a trustee of 

3.2 Rights of certain directors of ServicePower Technologies Plc to subscribe for           

ServicePower Technologies Plc 's ordinary shares of 1 pence each under the               

company's share option scheme:

 

Directors

 

Number of Options

 

Exercise Price and Period

 

Marne Martin

6,300,000

5.25p December 2013 to December 2023

 

 

 

 

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). 

  1. 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:

16 November 2016

Contact name:

Marne Martin

Telephone number:

+44 (0) 161 476 7762

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. 

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Jenniffer L. Breitenstein | Service Power
VP,Global Marketing With a BSBA from the University of Louisville, Jenniffer is a seasoned marketing professional whom has demonstrated success in creating and implementing revenue generating and cost saving products, services and programs, in the retail, manufacturing, third party administration, as well as the service and software industries. She has spent nearly 20+ years working in marketing, sales, partner management, product development and program management roles at companies including Accent Marketing, Service Net Warranty (now AIG Warranty), GE Consumer and Industrial's Warranty Management subsidiary, and later GE Capital. Prior to that, she worked in a number of marketing and management roles in various marketing companies. She is also a Six Sigma certified Green Belt and graduate of GE's Management Development Course.