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Public Opening Position Disclosure by a Party to an Offer
Rules 8.1 and 8.2 of the Takeover Code (the “Code”)
Assura plc
(Incorporated in England and Wales)
(Company Number: 09349441)
LEI number: 21380026T19N2Y52XF72
LSE Share Code: AGR
JSE Share Code: AHR
ISIN Code: GB00BVGBWW93
Assura plc ("Assura")
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: Assura plc ("Assura")
(b) Owner or controller of interests and short N/A
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 Assura plc
relevant securities this form relates:
Use a separate form for each offeror/offeree
(d) Is the discloser the offeror or the offeree? OFFEREE
(e) Date position held: 27 February 2025
The latest practicable date prior to the disclosure
(f) In addition to the company in 1(c) above, is the N/A
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"
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 10p each
Interests Short positions
Number % Number %
(1) Relevant securities owned NIL NIL NIL NIL
and/or controlled:
(2) Cash-settled derivatives: NIL NIL NIL NIL
(3) Stock-settled derivatives NIL NIL NIL NIL
(including options) and
agreements to purchase/sell:
NIL NIL NIL NIL
TOTAL:
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 None.
which subscription right exists:
Details, including nature of the rights None.
concerned and relevant percentages:
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:
(a) The following directors (including their close relatives and family trusts) have interests in
the following securities in Assura:
Director Position Shareholding of Percentage of
PDMR and PCAs total Assura
(ordinary shares share capital
of 10 pence each)
Ed Smith Non-Executive Chair 166,649 0.0051
Jonathan Murphy CEO 3,329,521 0.1024
Jonathan Davies Senior Non-Executive Director 213,360 0.0066
Jayne Cottam CFO 954,666 0.0294
Noel Gordon Non-Executive Director 6,130 0.0002
Dr. Sam Barrell Non-Executive Director 34,153 0.0011
Louise Fowler Director 17,077 0.0005
(b) The following entity has an interest in securities in Assura and is presumed to be acting in
concert with Assura:
Entity Position Shareholding Percentage of total
Assura share capital
Stifel Nicolaus Europe Ltd Broker to Assura 20,300 0.0006
(c) The following directors have interests in securities in Assura pursuant to exercisable but
unexercised options under Assura's Performance Share Plan ("PSP"):
PDMR Number of share Grant Date Vesting Date Expiry Date Exercise
options granted Price
Jonathan Murphy 1,130,205 6 July 2022 6 July 2025 6 July 2032 £nil
1,630,779 6 July 2023 6 July 2026 6 July 2033 £nil
1,905,505 8 July 2024 8 July 2027 8 July 2034 £nil
Jayne Cottam 657,895 6 July 2022 6 July 2025 6 July 2032 £nil
999,242 6 July 2023 6 July 2026 6 July 2033 £nil
1,269,599 8 July 2024 8 July 2027 8 July 2034 £nil
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: 28 February 2025
Contact name: Orla Ball / David Purcell
Telephone number: 0161 515 2043
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.
28 February 2025
Corporate Advisor and JSE Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited
Date: 28-02-2025 09:00:00
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