Last checked at 6 Dec 2011 17:08
SCHEDULE 11
Notification of Transactions of Directors/Persons Discharging Managerial Responsibility and Connected Persons
1 | Name of the Issuer GRAFTON GROUP PLC
| 2 | State whether the notification relates to: (i) a transaction notified in accordance with Market Abuse Rules; (ii) a disclosure made in accordance with section 53 (as extended by section 64 of the Companies Act 1990) or entered into the issuer's register in accordance with section 59 of the Companies Act 1990; or (iii) both (i) and (ii).
NOTIFICATION MADE IN ACCORDANCE WITH (iii)
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3 | Name of person discharging managerial responsibilities/director MICHAEL CHADWICK | 4 | State whether notification relates to a person connected with a person discharging managerial responsibilities/director named in 3 and identify the connected person NOTIFICATION RELATES TO DIRECTOR NAMED IN 3, HIS SPOUSE GRETCHEN CHADWICK, HIS SON STEPHEN CHADWICK AND 232 LIMITED IN WHICH THE DIRECTOR IS DEEMED TO HAVE AN INTEREST. |
5 | Indicate whether the notification is in respect of a holding of the person referred to in 3 or 4 above or in respect of a non-beneficial interest NOTIFICATION IS IN RESPECT OF THE PERSONS REFERRED TO IN 3 AND 4 ABOVE AND IN RESPECT OF BENEFICIAL AND NON-BENEFICIAL HOLDINGS
| 6 | Description of shares (including class) debentures or derivatives or financial instruments relating to shares GRAFTON UNITS |
7 | Name of registered shareholder(s) and, if more than one, number of shares held by each of them MICHAEL CHADWICK 19,656,921 GRAFTON UNITS NON-BENEFICIAL: AS TRUSTEE OF FAMILY TRUST - 2,986,560 GRAFTON UNITS AS NOMINEE - 178,640 GRAFTON UNITS AS AN EXECUTOR OF AN ESTATE - 2,490,330 GRAFTON UNITS AS TRUSTEE OF GRAFTON GROUP PLC SHARE PARTICIPATION SCHEME - 672,124 GRAFTON UNITS
| 8 | State the nature of the transaction 1) MICHAEL CHADWICK IS A TRUSTEE OF A FAMILY TRUST WHICH UNTIL 5 DECEMBER 2011, HELD 2,986,560 GRAFTON UNITS. THESE UNITS HAVE NOW BEEN DISTRIBUTED BY THE TRUSTEES AS FOLLOWS: - GRETCHEN CHADWICK, SPOUSE OF MICHAEL CHADWICK, RECEIVED A BENEFICIAL INTEREST IN 2,126,560 GRAFTON UNITS; - STEPHEN CHADWICK, SON OF MICHAEL CHADWICK, RECEIVED A BENEFICIAL INTEREST IN 500,000 GRAFTON UNITS; - UNCONNECTED PERSONS RECEIVED THE REMAINING 360,000 GRAFTON UNITS. 2) MICHAEL CHADWICK IS DEEMED TO HAVE ACQUIRED AN INTEREST IN 195,960 GRAFTON UNITS FOLLOWING THE PURCHASE OF 195,960 GRAFTON UNITS AT A PRICE OF €2.56 PER UNIT BY 232 LIMITED, A COMPANY IN WHICH HE HAS A BENEFICIAL INTEREST IN HALF OF THE ISSUED SHARE CAPITAL.
3) MICHAEL CHADWICK HAS CEASED TO HAVE A NON-BENFICIAL INTEREST AS NOMINEE IN 178,640 GRAFTON UNITS. |
9 | Number of shares, debentures or financial instruments relating to shares acquired INCREASE IN HOLDINGS OF: GRETCHEN CHADWICK - INCREASE IN BENEFICIAL INTEREST - 2,126,560 UNITS STEPHEN CHADWICK - INCREASE IN BENEFICIAL INTEREST - 500,000 UNITS 232 LIMITED - INCREASE IN INTEREST - 195,960 UNITS
| 10 | Percentage of issued class acquired (treasury shares of that class should not be taken into account when calculating percentage) INCREASE IN HOLDINGS OF: GRETCHEN CHADWICK - INCREASE IN BENEFICIAL INTEREST - 0.92% STEPHEN CHADWICK - INCREASE IN BENEFICIAL INTEREST - 0.22% 232 LIMITED - INCREASE IN INTEREST - 0.08%
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11 | Number of shares, debentures or financial instruments relating to shares disposed
MICHAEL CHADWICK DECREASE IN NON-BENEFICIAL INTEREST AS A RESULT OF FAMILY TRUST DISTRIBUTION - 2,986,560 UNITS DECREASE IN NON-BENFICIAL INTEREST AS NOMINEE - 178,640 UNITS
| 12 | Percentage of issued class disposed (treasury shares of that class should not be taken into account when calculating percentage)
MICHAEL CHADWICK DECREASE IN NON-BENEFICIAL INTEREST AS A RESULT OF FAMILY TRUST DISTRIBUTION - 1.29% DECREASE IN NON-BENFICIAL INTEREST AS NOMINEE - 0.08%
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13 | Price per share or value of transaction
1. DISTRIBUTION FROM FAMILY TRUST - NIL CONSIDERATION
2. 232 LIMITED: PURCHASE OF GRAFTON UNITS - €2.56 PER UNIT
3. MICHAEL CHADWICK: DISPOSAL OF NON-BENEFICIAL INTEREST AS NOMINEE - NIL CONSIDERATION
| 14 | Date and place of transaction 5 DECEMBER 2011, DUBLIN
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15 | Total holding following notification and total percentage holding following notification (any treasury shares should not be taken into account when calculating percentage). 1. MICHAEL CHADWICK: 21,783,481 GRAFTON UNITS - 9.39% (THIS INCLUDES THE 2,126,560 UNITS TRANSFERRED TO GRETCHEN CHADWICK AS REFERRED TO IN 9 ABOVE) AS AN EXECUTOR OF AN ESTATE - 2,490,330 GRAFTON UNITS - 1.07% AS TRUSTEE OF GRAFTON GROUP PLC SHARE PARTICIPATION SCHEME - 672,124 GRAFTON UNITS - 0.29% 2. 232 LIMITED: 195,960 GRAFTON UNITS - 0.08% 3. STEPHEN CHADWICK: 707,440 GRAFTON UNITS - 0.31%
| 16 | Date issuer informed of transaction 6 DECEMBER 2011
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If a person discharging managerial responsibilities has been granted options by the issuer, complete the following boxes:
17 | Date of grant N/A | 18
| Period during which or date on which exercisable N/A |
19 | Total amount paid (if any) for grant of the option N/A | 20 | Description of shares or debentures involved (class and number) N/A
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21 | Exercise price (if fixed at time of grant) or indication that the price is to be fixed at the time of exercise N/A | 22
| Total number of shares or debentures over which options are held following notification N/A |
23 | Any additional information BY VIRTUE OF THE 2,126,560 UNITS TRANSFERRED TO GRETCHEN CHADWICK AND THE 195,960 GRAFTON UNITS PURCHASED BY 232 LIMITED, MICHAEL CHADWICK IS DEEMED FOR THE PURPOSE OF SECTION 67 OF THE COMPANIES ACT 1990 TO HAVE AN INTEREST IN 21,979,441 GRAFTON UNITS.
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| Name of contact and telephone number for queries: SUSAN CARROLL, DEPUTY COMPANY SECRETARY, GRAFTON GROUP PLC PH: +353 1 216 0600
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Name and signature of authorised officer of issuer responsible for making notification SUSAN CARROLL, DEPUTY COMPANY SECRETARY _________________________________________________ Date of notification 6 DECEMBER 2011
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