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Regulatory News
13 Nov, 2024 10:58 13 Nov, 2024 10:58

Dimensional Fund Advisors Ltd. : Form 8.3 - TI FLUID SYSTEMS PLC - Ordinary Shares

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:Dimensional Fund Advisors Ltd. in its capacity as investment advisor and on behalf its affiliates who are also investment advisors (”Dimensional”). Dimensional expressly disclaims beneficial ownership of the shares described in this form 8.3. 
(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.		  
(c)Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each offeror/offeree		TI Fluid Systems 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		12 November 2024 
(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:1p ordinary (GB00BYQB9V88) 
 InterestsShort Positions 
 Number%Number% 
(1)Relevant securities owned and/or controlled:6,113,1701.23 %   
(2)Cash-settled derivatives:     
(3)Stock-settled derivatives (including options) and agreements to purchase/sell:     
 Total6,113,170 *1.23 %   
* Dimensional Fund Advisors LP and/or its affiliates do not have discretion regarding voting decisions in respect of 18,853 shares that are included in the total above.

 
  
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.		 
(a)Purchases and sales 
  
Class of relevant securityPurchase/saleNumber of securitiesPrice per unit 
1p ordinary (GB00BYQB9V88)Purchase74,9121.6643 GBP 
1p ordinary (GB00BYQB9V88)Purchase4771.6500 GBP 
There was a Transfer In of 2,980 shares of 1p ordinary

 
(b)Cash-settled derivative transactions 
  
Class of relevant securityProduct description e.g. CFDNature of dealing e.g. opening/closing a long/short position, increasing/reducing a long/short positionNumber of reference securitiesPrice per unit 
      
  
(c)Stock-settled derivative transactions (including options)
 
(i)Writing, selling, purchasing or varying
 
Class of relevant securityProduct description e.g. call optionWriting, purchasing, selling, varying etc.Number of securities to which option relatesExercise price per unitType e.g. American, European etc.Expiry dateOption money paid/ received per unit
        
  
(ii)Exercise 
  
Class of relevant securityProduct description e.g. call optionExercising/ exercised againstNumber of securitiesExercise price per unit 
      
  
(d)Other dealings (including subscribing for new securities) 
       
Class of relevant securityNature of dealing e.g. subscription, conversionDetailsPrice per unit (if applicable) 
     
  
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 derivatives 
  
Details 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 disclosure13 November 2024 
Contact nameThomas Hone 
Telephone number+44 20 3033 3419 
  

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.