-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CpukCSr8rCYLaaUdzNU5Mwsjvz0rGpyeG2bzxuuTKIHK6M8hoO9peAGVpULNgW4i iNmCAIIzhkb9fOgw4ny/OQ== 0000912282-11-000161.txt : 20110330 0000912282-11-000161.hdr.sgml : 20110330 20110330125800 ACCESSION NUMBER: 0000912282-11-000161 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110330 FILED AS OF DATE: 20110330 DATE AS OF CHANGE: 20110330 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CRYPTOLOGIC LTD CENTRAL INDEX KEY: 0001094036 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30224 FILM NUMBER: 11721273 BUSINESS ADDRESS: STREET 1: MARINE HOUSE, 3RD FLOOR STREET 2: CLANWILLIAM PLACE CITY: DUBLIN STATE: L2 ZIP: 2 BUSINESS PHONE: 353 (1) 234 0400 MAIL ADDRESS: STREET 1: MARINE HOUSE, 3RD FLOOR STREET 2: CLANWILLIAM PLACE CITY: DUBLIN STATE: L2 ZIP: 2 FORMER COMPANY: FORMER CONFORMED NAME: CRYPTOLOGIC INC DATE OF NAME CHANGE: 19990827 6-K 1 cryptologic6k_03302011.htm Unassociated Document
FORM 6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Report of Foreign Private Issuer
 
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
 
For the month of   March 2011

Commission File Number   000-30224

CRYPTOLOGIC LIMITED
Marine House, 3rd Floor
Clanwilliam Place
Dublin 2, Ireland


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F þ                                           Form 40-F £

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)  o

 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)  o
 
 
 

 
 
DOCUMENTS FILED

See the Exhibit Index hereto for a list of the documents filed herewith and forming a part of this Form 6-K.

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 

 
 
 
 
 
Date: March 30, 2011
CRYPTOLOGIC LIMITED
 
 
/s/ John Loughrey                                                             
John Loughrey
Vice-President, General Counsel and Company Secretary
 
 
 

 
 
 

 

EXHIBIT INDEX

Exhibit
Description
   
99.1
Form 8 (OPD) dated March 30, 2011

EX-99.1 2 ex99_1.htm FORM 8 (OPD) DATED MARCH 30, 2011 Unassociated Document
EXHIBIT 99.1
 
 
 
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)Identity of the party to the offer making the disclosure:
CryptoLogic Limited
(b)Owner or controller of interests and short positions disclosed, if different from 1(a):
The naming of nominee or vehicle companies is insufficient
 
(c)Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each party to the offer
CryptoLogic Limited
(d)Is the party to the offer making the disclosure the offeror or the offeree?
OFFEREE
(e)Date position held:
28 March 2011
(f)Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?
NO
If YES, specify which:

2.           POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

(a)
Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates

Class of relevant security:
 
 
 
Interests
Short positions
Number
%
Number
%
(1)Relevant securities owned and/or controlled:
NIL
NIL
NIL
NIL
(2)Derivatives (other than options):
NIL
NIL
NIL
NIL
(3)Options and agreements to purchase/sell:
NIL
NIL
NIL
NIL
 
TOTAL:
NIL
NIL
NIL
NIL

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, 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 which subscription right exists:
 
Details, including nature of the rights concerned and relevant percentages:
 
 

 
 
 

 
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.

(c)           Irrevocable commitments and letters of intent

Details of any irrevocable commitments or letters of intent procured by the party to the offer making the disclosure or any person acting in concert with it (see Note 3 on Rule 2.11 of the Code):
N/A
 
 

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 of any person acting in concert with the party to the offer making the disclosure:
The following Directors of CryptoLogic Limited hold shares in CryptoLogic Limited:
 
Thomas Byrne:     8,000 common shares
David Gavagan:    3,000 common shares
 

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 3 for each additional class of relevant security.

Details of any open derivative or option positions, 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:
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:
30 March 2011
Contact name:
John Loughrey
Telephone number:
+353 1 234 0400

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk.  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.
 
 

 
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