Disclosure Table

THE TAKEOVER PANEL – DISCLOSURE TABLE
23 June 2017 – FINAL
The following are today’s changes to the Disclosure Table:
ADDITIONS
None
DELETIONS
None
AMENDMENTS
OFFEREE: Booker Group Plc
Offer period commenced: 07:00 27-Jan-2017
1p ordinaryISIN: GB00B01TND91NSI: 1,782,698,438
OFFEROR: Tesco Plc
Offeror identified: 07:00 27-Jan-2017
Rule 2.6 deadline: N/A
5p ordinaryISIN: GB0008847096NSI: 8,188,366,299
ADRISIN: US8815753020 
DISCLOSURE TABLE
OFFEREE: Aberdeen Asset Management Plc
Offer period commenced: 18:10 04-Mar-2017
10p ordinaryISIN: GB0000031285NSI: 1,317,914,440
OFFEROR: Standard Life Plc
Offeror identified: 18:10 04-Mar-2017
Rule 2.6 deadline: N/A
12 2/9p ordinaryISIN: GB00BVFD7Q58NSI: 1,979,461,347
OFFEREE: Amec Foster Wheeler Plc
Offer period commenced: 07:39 13-Mar-2017
50p ordinaryISIN: GB0000282623NSI: 389,973,503
ADR’sISIN: US00167X2053 
OFFEROR: John Wood Group Plc
Offeror identified: 07:39 13-Mar-2017
Rule 2.6 deadline: N/A
4 2/7p ordinaryISIN: GB00B5N0P849NSI: 381,025,384
OFFEREE: Berendsen Plc
Offer period commenced: 07:00 18-May-2017
30p ordinaryISIN: GB00B0F99717NSI: 172,633,042
OFFEROR: Elis SA
Offeror identified: 07:00 18-May-2017
Rule 2.6 deadline: N/A
EUR10.00 ordinaryISIN: FR0012435121NSI: 140,111,549
OFFEREE: Booker Group Plc
Offer period commenced: 07:00 27-Jan-2017
1p ordinaryISIN: GB00B01TND91NSI: 1,782,698,438
OFFEROR: Tesco Plc
Offeror identified: 07:00 27-Jan-2017
Rule 2.6 deadline: N/A
5p ordinaryISIN: GB0008847096NSI: 8,188,366,299
ADRISIN: US8815753020 
OFFEREE: Clinical Computing Plc
Offer period commenced: 15:40 08-Feb-2017
1p ordinary NSI: 127,516,247
OFFEROR: No named offeror
OFFEREE: Co-operative Bank Plc, The
Offer period commenced: 07:00 13-Feb-2017
5p ordinaryISIN: GB00BDW0BX87NSI: 451,456,510
OFFEROR: No named offeror
OFFEREE: Dragon-Ukrainian Properties and Development Plc
Offer period commenced: 10:36 30-May-2017
1p ordinaryISIN: IM00B1XH2B90NSI: 109,361,515
OFFEROR: Dragon Capital Investments Limited
Offeror identified: 10:36 30-May-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Electronic Data Processing Plc
Offer period commenced: 14:00 18-Apr-2016
5p ordinaryISIN: GB0003101523NSI: 12,700,976
OFFEROR: No named offeror
OFFEREE: Exova Group Plc
Offer period commenced: 13:11 26-Mar-2017
1p ordinaryISIN: GB00BKY7HG11NSI: 250,490,374
OFFEROR: Greenrock Bidco Limited (a wholly-owned indirect subsidiary of Element Materials Technology Group Limited)
Offeror identified: 13:11 26-Mar-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Frenkel Topping Group Plc
Offer period commenced: 07:00 03-Apr-2017
0.5p ordinaryISIN: GB00B01YXQ71NSI: 76,990,683
OFFEROR: No named offeror
OFFEREE: Gemfields Plc
Offer period commenced: 07:30 19-May-2017
1p ordinaryISIN: GB00B0HX1083NSI: 549,816,476
OFFEROR: Pallinghurst Resources Limited
Offeror identified: 07:30 19-May-2017
Rule 2.6 deadline: N/A
USD0.00001 ordinaryISIN: GG00B27Y8Z93NSI: 760,452,631
OFFEROR: Fosun Gold Holdings Limited (a wholly owned subsidiary of Fosun International Limited)
Offeror identified: 17:40 13-Jun-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Hayward Tyler Group Plc
Offer period commenced: 10:54 31-Mar-2017
1p ordinaryISIN: IM00B511CF53NSI: 55,384,856
OFFEROR: Avingtrans Plc
Offeror identified: 10:54 31-Mar-2017
Rule 2.6 deadline: 17:00 30-Jun-2017
5p ordinaryISIN: GB0009188797NSI: 19,171,123
OFFEREE: Hornby Plc
Offer period commenced: 08:42 21-Jun-2017
1p ordinaryISIN: GB00B01CZ652NSI: 84,583,204
OFFEROR: Phoenix UK Fund Ltd
Offeror identified: 08:42 21-Jun-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Imagination Technologies Group Plc
Offer period commenced: 07:00 22-Jun-2017
10p ordinaryISIN: GB0009303123NSI: 284,264,381
OFFEROR: No named offeror
OFFEREE: InterQuest Group Plc
Offer period commenced: 15:51 16-May-2017
1p ordinaryISIN: GB00B07W3X22NSI: 37,734,500
OFFEROR: Chisbridge Limited
Offeror identified: 15:51 16-May-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Jimmy Choo Plc
Offer period commenced: 07:00 24-Apr-2017
100p ordinaryISIN: GB00BQPW6Y82NSI: 389,737,588
OFFEROR: No named offeror
OFFEREE: Kalibrate Technologies Plc
Offer period commenced: 07:00 13-Jun-2017
0.2p ordinaryISIN: GB00BFZCRC66NSI: 33,881,474
OFFEROR: Canterbury Acquisition Limited (an investment vehicle ultimately wholly-owned by Hanover Active Equity Fund LP)
Offeror identified: 07:00 13-Jun-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Kennedy Wilson Europe Real Estate Plc
Offer period commenced: 07:00 24-Apr-2017
Ordinary NPVISIN: JE00BJT32513NSI: 126,133,407
OFFEROR: Kennedy-Wilson Holdings, Inc.
Offeror identified: 07:00 24-Apr-2017
Rule 2.6 deadline: N/A
USD 0.0001 commonISIN: US4893981070NSI: 114,237,750
OFFEREE: Mariana Resources Limited
Offer period commenced: 07:00 26-Apr-2017
0.1p ordinaryISIN: GG00BD3GC324NSI: 135,112,675
May 2016 placing warrants NSI: 10,298,352
OFFEROR: Sandstorm Gold Ltd
Offeror identified: 07:00 26-Apr-2017
Rule 2.6 deadline: N/A
Common shares NPVISIN: CA80013R2063NSI: 151,994,269
Common share purchase warrants USD14 7/9/17ISIN: CA80013R1313NSI: 5,002,500
Common share purchase warrants USD4 3/11/20ISIN: CA80013R1644NSI: 5,043,900
Common share purchase warrants USD4.5 23/3/20 NSI: 3,000,000
Common share purchase warrants USD3.5 27/10/20 NSI: 15,000,000
OFFEREE: Monitise Plc
Offer period commenced: 07:00 13-Jun-2017
1p ordinaryISIN: GB00B1YMRB82NSI: 2,317,865,290
OFFEROR: Fiserv UK Limited (an indirect wholly-owned subsidiary of Fiserv, Inc.)
Offeror identified: 07:00 13-Jun-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Panmure Gordon & Co Plc
Offer period commenced: 07:00 17-Mar-2017
4p ordinaryISIN: GB00B97CW509NSI: 15,545,473
OFFEROR: Ellsworthy Limited (a company owned and controlled by QInvest LLC and by a wholly-owned subsidiary of a fund managed by Atlas Merchant Capital LLC)
Offeror identified: 07:00 17-Mar-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Pebble Beach Systems Group Plc
Offer period commenced: 09:23 23-Feb-2017
2.5p ordinaryISIN: GB0001482891NSI: 124,603,134
OFFEROR: No named offeror
OFFEREE: Prospect Japan Fund Limited, The
Offer period commenced: 07:00 10-Jan-2017
USD 0.001 ordinaryISIN: GB00B011QL44NSI: 92,352,602
OFFEROR: Prospect, Co. Ltd
Offeror identified: 07:00 10-Jan-2017
Rule 2.6 deadline: N/A
OrdinaryISIN: JP3221000007NSI: 169,783,473
OFFEREE: Punch Taverns Plc
Offer period commenced: 12:17 14-Dec-2016
0.9572p ordinaryISIN: GB00BPXRVT80NSI: 221,955,160
OFFEROR: Vine Acquisitions Limited (a company formed at the direction of Patron Fund V)
Offeror identified: 12:17 14-Dec-2016
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Rangers International Football Club Plc (See Note 9 below)
Offer period commenced: 11:39 13-Mar-2017
1p ordinaryISIN: GB00B90T9Z75NSI: 81,478,201
OFFEROR: Mr David Cunningham King
Offeror identified: 11:39 13-Mar-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Sarossa Plc (See Note 9 below)
Offer period commenced: 07:00 10-May-2017
1p ordinaryISIN: JE00BKWBZV64NSI: 462,008,478
OFFEROR: Blake Holdings Limited
Offeror identified: 07:00 10-May-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Sky Plc
Offer period commenced: 15:57 09-Dec-2016
50p ordinaryISIN: GB0001411924NSI: 1,719,017,230
ADRISIN: US83084V1061 
OFFEROR: Twenty-First Century Fox, Inc
Offeror identified: 15:57 09-Dec-2016
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: St. Peter Port Capital Limited
Offer period commenced: 08:00 03-Oct-2016
Ordinary shares of nil par valueISIN: GG00B1V4NS68NSI: 64,221,501
OFFEROR: No named offeror
OFFEREE: Stanley Gibbons Group Plc, The
Offer period commenced: 09:13 09-Jun-2017
Ordinary NPVISIN: GB0009628438NSI: 178,916,643
OFFEROR: Disruptive Capital Finance LLP
Offeror identified: 11:35 13-Jun-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Sutton Harbour Holdings Plc
Offer period commenced: 07:00 21-Apr-2016
1p ordinaryISIN: GB0008659202NSI: 96,277,086
OFFEROR: No named offeror
OFFEREE: Thesis Asset Management Plc (See Note 9 below)
Offer period commenced: 07:00 20-Jun-2017
100p ordinary NSI: 800,000
OFFEROR: Regit Bidco Limited
Offeror identified: 07:00 20-Jun-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
OFFEREE: Touchstone Innovations Plc
Offer period commenced: 07:01 23-May-2017
3 1/33p ordinaryISIN: GB00B170L953NSI: 161,204,124
OFFEROR: IP Group Plc
Offeror identified: 07:01 23-May-2017
Rule 2.6 deadline: N/A
2p ordinaryISIN: GB00B128J450NSI: 696,727,321
OFFEREE: WS Atkins Plc
Offer period commenced: 13:18 03-Apr-2017
0.5p ordinaryISIN: GB0000608009NSI: 100,110,799
ADR’sISIN: US92935U1007 
OFFEROR: SNC-Lavalin (GB) Holdings Limited (a wholly-owned subsidiary of SNC-Lavalin Group Inc.)
Offeror identified: 13:18 03-Apr-2017
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
Notes:
1.Rule 8 of the Takeover Code (the “Code”) sets out the circumstances in which Dealing Disclosures and/or Opening Position Disclosures are required to be made by the parties to an offer, persons acting in concert with them, persons with an interest in relevant securities of 1% or more and exempt principal traders (“EPTs”) connected with the parties to an offer.
2.Where an offeror is marked “Disclosure of dealings and positions in this offeror is not required”, dealings and positions in relevant securities of that offeror are not required to be disclosed under Rule 8. This is either because it has been announced that the offer or possible offer is, or is likely to be, solely in cash or because disclosure is not required for some other reason.
3.Dealings and positions required to be disclosed under Rule 8 of the Code include dealings and positions in derivatives referenced to, and options in respect of, relevant securities of an offeree company and, where appropriate, an offeror (see Note 2 above).
4.The information set out in the Disclosure Table relating to the relevant securities in issue of an offeree company or of an offeror (and any amendments thereto) has been extracted from the relevant announcement made by such company under Rule 2.9 of the Code. Similarly, details of any deadline set under Rule 2.6 by which a potential offeror must announce either a firm intention to make a bid or that it does not intend to make an offer (or, in the case of Rule 2.6(a), by which the Panel must consent to an extension of the deadline) has been extracted from the relevant announcement made by the offeree company.
5.Additions and deletions of offeree companies and offerors are reflected in the Disclosure Table throughout the day, following the relevant announcement. Other amendments may also be made throughout the day. In any event, details of the classes of relevant securities issued by an offeree or offeror company, the number of such securities in issue (“NSI”) and the International Securities Identification Number (“ISIN”) of such securities announced under Rule 2.9 of the Code before 5.00 pm each day will be included in the final version of the Disclosure Table by 5.30 pm that day. The final version of the Disclosure Table issued each day will be marked “Final” and persons required to make Dealing Disclosures and Opening Position Disclosures are advised to use that final version. Any changes to a potential offeror’s Rule 2.6 deadline will also be reflected in the “Final” version of the Disclosure Table, although any such changes will not be shown in the “Amendments” section at the top of the Disclosure Table.
6.Dealing Disclosures by the parties to an offer, persons acting in concert with them and connected EPTs must be made by no later than 12 noon on the business day (as defined in the Code) following the date of the relevant dealing and Dealing Disclosures by persons with an interest in relevant securities of 1% or more must be made by 3.30 pm on the business day following the date of the relevant dealing.
7.Opening Position Disclosures by the parties to an offer and by connected EPTs must be made by no later than 12 noon on the 10th business day after the commencement of the offer period or the announcement that first identifies an offeror (as the case may be). Where required, Opening Position Disclosures by persons with interests in relevant securities of 1% or more must be made by no later than 3.30 pm on the 10th business day after the commencement of the offer period or the announcement that first identifies an offeror (as the case may be). Details of the time and date at which an offer period commenced and at which an offeror was first identified are set out in the Disclosure Table. In order to calculate the deadline for Opening Position Disclosures, it is therefore necessary to count forward 10 business days from the relevant date.
8.Opening Position Disclosures and Dealing Disclosures required under Rule 8 of the Code must be made to a Regulatory Information Service (“RIS”).
9.This Note is applicable if it says “See Note 9 below” by the name of the company in the Disclosure Table above. The Executive has granted the company a dispensation from the requirements under the Code that announcements must be published via a RIS. The company is instead required to publish all announcements on its website. The Executive has also granted a dispensation from Note 3 on Rule 8 of the Code that disclosures made under Rule 8 of the Code must be made to a RIS. Therefore, Opening Position Disclosures and Dealing Disclosures required under Rule 8 of the Code may be made to the company at the address stated in the announcement that commenced the offer period.
10.The following are approved Regulatory Information Services: 
 Business Wire Regulatory Disclosure provided by Business Wire+44 (0)20 7626 1982
 ONE, provided by NASDAQ OMX Corporate Services+44 (0)20 3753 2366
 News Release Express provided by Marketwire+44 (0)20 7220 4500
 PR Newswire Disclose provided by PR Newswire +44 (0)20 7454 5241
 RNS provided by the London Stock Exchange +44 (0)20 7797 4400
 marCo – Market Communication Office provided by Tensid Ltd of Switzerland +41 41 763 0050
 EQS IR.COCKPIT provided by EquityStory AG+49 89 21 02 98 – 50

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Disclosure Table

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