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Sophos : BlackRock Group - Form 8.3 - Sophos Group PLC

03/02/2020 | 10:46am

RNS Number : 7057E BlackRock Group

02 March 2020

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the "Code")

  • 1. KEY INFORMATION

    (a) Full name of discloser:

    BlackRock, Inc.

    (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

    Sophos Group plc

    (d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:

    (e) Date position held/dealing undertaken:

    For an opening position disclosure, state the latest practicable date prior to the disclosure

    28 February 2020

    (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"

    N/A

  • 2. POSITIONS OF THE PERSON 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 following the dealing (if any)

Class of relevant security:

3p ordinary

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

18,784,553

3.64%

0

0.00%

(2) Cash-settled derivatives:

38,821,722

7.53%

0

0.00%

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

0

0.00%

0

0.00%

TOTAL:

57,606,275

11.17%

0

0.00%

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).

(b)Rights to subscribe for new securities (including directors' and other employee options)

Class of relevant security in relation to which subscription right exists:

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

3.

DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

Class of relevant security

Purchase/sale

Number of securities

Price per unit

Class of relevant security

Product description e.g. CFD

Nature of dealing e.g. opening/closing a long/short position, increasing/reducing a long/short position

Number of reference securities

Price per unit

Class of relevant security

Product description e.g. call option

Writing, purchasing, selling, varying etc.

Number of securities to which option relates

Exercise price per unit

Type e.g. American, European etc.

Expiry date

Option money paid/ received per unit

Class of relevant security

Product description e.g. call option

Exercising/ exercised against

Number of securities

Exercise price per unit

Class of relevant security

Nature of dealing e.g. subscription, conversion

Details

Price per unit (if applicable)

3p ordinary

Transfer In of Shares

2,727

3p ordinary

Transfer Out of Shares

12,780

(a)

Purchases and sales

(b)

Cash-settled derivative transactions

(c)

Stock-settled derivative transactions (including options)

(i)

Writing, selling, purchasing or varying

(ii)

Exercise

(d)

Other dealings (including subscribing for new securities)

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 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, state "none"None.

(b)Agreements, arrangements or understandings relating to options or derivativesDetails of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure 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

Is a Supplemental Form 8 (Open Positions) attached?

No

Date of disclosure:

02 March 2020

Contact name:

James Michael

Telephone number:

+44 20 7743 3650

Public disclosures under Rule 8 of the Code must be made to aRegulatory 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 atwww.thetakeoverpanel.org.uk. .

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, pleasecontactrns@lseg.com or visit www.rns.com.

END

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Sophos Group plc published this content on 02 March 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 02 March 2020 15:45:02 UTC

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