Irish Residential Properties REIT plc (IRES)
Form 8 (OPD) - Irish Residential Properties REIT plc
19-Jan-2024 / 17:45 GMT/BST
FORM 8.1(a) & (b)
(Opening Position Disclosure) IRISH TAKEOVER PANEL OPENING POSITION DISCLOSURE UNDER RULE 8.1(a) AND (b) OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2022 BY AN OFFEROR OR AN OFFEREE 1. KEY INFORMATION (a) Full name of discloser: | Irish Residential Properties REIT 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 | Irish Residential Properties REIT plc | (d) Is the discloser the offeror or the offeree? | Offeree | (e) Date position held: The latest practicable date prior to the disclosure | 18 January 2024 | (f) In addition to the company in 1(c) above, is the discloser also 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 |
2. INTERESTS AND SHORT POSITIONS If there are interests and positions to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2 for each additional class of relevant security. Ap10 Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates (Note 1) Class of relevant security: (Note 2) | | Interests | Short positions | | Number | % | Number | % | (1) Relevant securities owned and/or controlled: | NIL | - | NIL | - | (2) Cash-settled derivatives: | NIL | - | NIL | - | (3) Stock-settled derivatives (including options) and agreements to purchase/ sell: | NIL | - | NIL | - | Total: | NIL | - | NIL | - |
All interests and all short positions should be disclosed. Details of options including rights to subscribe for new securities and 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. 3. INTERESTS AND SHORT POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY MAKING THE DISCLOSURE Details of any interests and short positions (including directors’ and other employee options) of any person acting in concert with the party making the disclosure: | a) Interests held by directors of the Offeree, their close relatives and related trusts in the ordinary shares of €0.10 each in the capital of the Offeree ("Ordinary Shares") Director | Number of Ordinary Shares held | Percentage of total issued Ordinary Shares | Declan Moylan | 150,000 | 0.03% | Margaret Sweeney | 512,254 | 0.1% | Brian Fagan | 166,737 | 0.03% | Hugh Scott-Barrett | 40,000 | 0.01% | Joan Garahy | 34,850 | 0.01% | Philip Burns | - | - | Stefanie Frensch | 30,000 | 0.01% | Tom Kavanagh | 81,129 | 0.02% | Denise Turner | 41,666 | 0.01% |
b) Directors’ options to subscribe for Ordinary Shares granted under the IRES Long Term Incentive Plan Director | Award Date | No. of Ordinary Shares Under Option | Exercise Price per Share (€) | Vesting Date of Options (from) | Expiry Date | Margaret Sweeney | 18-Jun-19 | 1,302,461 | 1.71 | 18-Jun-20 | 17-Jun-26 | Margaret Sweeney | 10-Jul-19 | 1,294,038 | 1.682 | 10-Jul-20 | 9-Jul-26 | Margaret Sweeney | 16-Nov-17 | 2,000,000 | 1.489 | 16-Nov-18 | 15-Nov-24 |
c) Directors’ conditional performance-based share awards granted under the IRES Long Term Incentive Plan Director | Award Date | No. of Ordinary Shares | Vesting Date (from) | Margaret Sweeney | 05-Mar-21 | 335,820 | 05-Mar-24 | Margaret Sweeney | 23-Feb-22 | 430,369 | 23-Feb-25 | Margaret Sweeney | 15-Mar-23 | 750,000 | 15-Mar-26 | Brian Fagan | 05-Aug-21 | 196,203 | 05-Aug-24 | Brian Fagan | 25-Feb-22 | 221,476 | 25-Feb-25 | Brian Fagan | 15-Mar-23 | 358,586 | 15-Mar-26 |
d) Interests and short positions held by J&E Davy, presumed concert party of the Offeree Class of relevant security: Ordinary Shares | | Interests | Short positions | | Number | % | Number | % | |
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