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Public dealing disclosure by a party to an offer or person acting in concert

Published: 2022-12-19 14:31:23 ET
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CAPITAL & COUNTIES PROPERTIES PLC
(Incorporated and registered in the United Kingdom
with Registration Number 07145051 and
registered in South Africa as an external company
with Registration Number 2010/003387/10)
JSE code: CCO ISIN: GB00B62G9D36
LEI: 549300TTXXZ1SHUI0D54
(“the Company”)


 PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN
    CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY
                             INVESTMENT CLIENTS)
            Rules 8.1, 8.2 and 8.4 of the Takeover Code (the “Code”)


                                                                                     FORM 8 (DD)

1.      KEY INFORMATION

 (a) Full name of discloser:                                  Ian Hawksworth (Director)

 (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             Capital & Counties Properties PLC
     relevant securities this form relates:                   (Offeror)
     Use a separate form for each offeror/offeree
 (d) Status of person making the disclosure:                  Person acting in concert with
     e.g. offeror, offeree, person acting in concert with     offeror (Director)
     the offeror/offeree (specify name of offeror/offeree)
 (e) Date dealing undertaken:                                 16 December 2022

 (f) In addition to the company in 1(c) above, is the         No
     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 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

 Class of relevant               Ordinary shares of 25p each
 security:

                                                    Interests                          Short
                                                                                     positions
                                 Name                     Number          %         Number %
                                                                     (2 decimal
                                                                       places)
 (1) Relevant securities         I. Hawksworth           579,333         0.06        Nil      Nil
     owned and/or                I. Hawksworth-          316,329         0.03
     controlled:                 SIPP                     9,049          0.00
                                 I. Hawksworth- ISA      88,888          0.01
                                 J. Hawksworth            9,029          0.00
                                 J. Hawksworth- ISA
 (2) Cash-settled                              Nil                       Nil         Nil      Nil
     derivatives:

 (3) Stock-settled                              Nil                      Nil         Nil      Nil
     derivatives (including
     options) and
     agreements to
     purchase/sell:
      TOTAL:                                1,002,628                    0.11        Nil      Nil

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 (including directors’ and other employee
        options)

 Class of relevant         Ordinary shares of 25p each
 security in relation
 to which
 subscription right
 exists:
 Details, including
                                            Date of          Number      Exercise   Vesting
 nature of the rights
                                            grant            of shares   price      date
 concerned and
                                                             under
 relevant
                                                             option
 percentages:
                            Deferred        03/03/2020        192,450    Nil        03/03/2023
                            bonus
                                            28/02/2022        171,782    Nil        28/02/2025

                            Total                             364,232

                            Performance     03/03/2020       1,112,490   Nil        03/03/2023
                            share plan
                                            12/03/2021       1,143,129   Nil        12/03/2024
                            (subject to
                            corporate       28/02/2022       1,221,945   Nil        28/02/2025
                            performance
                            conditions)

                            Total                            3,477,564

3.      DEALINGS 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.



(a)       Purchases and sales

(i)       Party to an offer or person acting in concert (except for a principal trader in the
          same group as a connected adviser)

  Class of relevant                   Purchase/sale                 Number of            Price per
       security                                                     securities              unit
 Ordinary shares of         Sale of shares to cover tax and NI          102,622              £1.028
 25p each                   liabilities (plus an additional
                            £20,000) in relation to the exercise
                            of nil cost options awarded in
                            respect of deferred bonus

 Ordinary shares of         Purchase by SIPP maintained in                19,355           £1.0274
 25p each                   own name


(ii)      Principal trader where the sole reason for the connection is that the principal
          trader is in the same group as a connected adviser

       Class of         Purchases/         Total number        Highest price      Lowest price
       relevant           sales            of securities          per unit           per unit
       security                                                paid/received      paid/received
 n/a                  n/a                  n/a                n/a                n/a


(b)       Cash-settled derivative transactions

       Class of        Product             Nature of dealing        Number of         Price per
       relevant       description        e.g. opening/closing a     reference            unit
       security        e.g. CFD            long/short position,     securities
                                         increasing/reducing a
                                            long/short position
 n/a                 n/a               n/a                         n/a               n/a


(c)       Stock-settled derivative transactions (including options)

(i)       Writing, selling, purchasing or varying

  Class       Product         Writing,       Number     Exercis     Type         Expir     Option
    of       descriptio      purchasin          of      e price      e.g.          y       money
 relevan     n e.g. call     g, selling,    securitie   per unit   America       date       paid/
     t         option         varying          s to                   n,                   receive
 securit                        etc.          which                Europea                  d per
    y                                        option                 n etc.                   unit
                                             relates
 n/a         n/a            n/a             n/a         n/a        n/a         n/a         n/a
(ii)    Exercise

     Class of             Product            Exercising/       Number of     Exercise price
     relevant           description           exercised        securities       per unit
     security          e.g. call option        against
 Ordinary shares      Nil cost options     Exercise of nil   176,403         Nil
 of 25p each          granted         in   cost options
                      respect         of
                      deferred bonus

(d)     Other dealings (including subscribing for new securities)

  Class of relevant           Nature of dealing               Details       Price per unit (if
      security                e.g. subscription,                               applicable)
                                 conversion
 n/a                    n/a                            n/a                  n/a


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 or person acting in
 concert making the disclosure and any other person:
 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 or person acting in concert 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

Are any Supplemental Forms attached?

 Supplemental Form 8 (Open Positions)                                               NO

 Supplemental Form 8 (SBL)                                                          NO
 Date of disclosure:                           19 December 2022

 Contact name:                                 Ruth Pavey, Company Secretary

 Telephone number:                             020 3214 9155


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
dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

19 December 2022


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