BARCLAYS PLC Form 8.5 (EPT/NON-RI) - VANTIV INC

 
TIDMBARC 
 
 

FORM 8.5 (EPT/NON-RI)

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN

EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY ("RI") STATUS (OR WHERE RI STATUS IS NOT APPLICABLE)

Rule 8.5 of the Takeover Code (the "Code")

1.KEY INFORMATION

 
(a)   Name of exempt principal trader:  BARCLAYS CAPITAL SECURITIES LTD 
(b)   Name of offeror/offeree           VANTIV INC 
      in relation to whose 
      relevant securities 
      this form relates: 
(c)   Name of the party to the          WORLDPAY GROUP PLC 
      offer with which exempt 
      principal trader is connected 
(d)   Date position held/dealing        19 July 2017 
      undertaken: 
(e)   In addition to the                YES: 
      company in 1(b) 
      above, is the exempt principal 
      trader making disclosures         WORLDPAY GROUP PLC 
      in respect 
      of any other party to the offer? 
 
 

2.POSITIONS OF THE EXEMPT PRINCIPAL TRADER

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(b), 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                                                  USD 0.00001 Class A common 
security: 
                                                                   Interests       Short Positions 
                                                                   Number   (%)    Number   (%) 
(1)                 Relevant securities owned 
                    and/or controlled:                             16,942   0.01%  240,700  0.15% 
(2)                 Cash-settled derivatives: 
                                                                   308,700  0.19%  0        0.00% 
(3)                 Stock-settled derivatives (including options) 
                    and agreements to purchase/sell:               0        0.00%  0        0.00% 
                    TOTAL:                                         325,642  0.20%  240,700  0.15% 
 
 

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 EXEMPT PRINCIPAL TRADER

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), 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      Purchase/sale  Total number of  Highest price  Lowest price 
relevant                                      per unit       per unit 
security                     securities       paid/received  paid/received 
USD 0.00001   Purchase       28               63.4700 USD    63.47 USD 
Class 
A common 
USD 0.00001   Sale           28               63.4700 USD    63.47 USD 
Class 
A common 
 
 

(b)Cash-settled derivative transactions

 
Class of      Product       Nature of dealing  Number of   Price per 
relevant      description                      reference   unit 
security                                       securities 
USD 0.00001   SWAP Expires  Long               110,700     63.4700 USD 
Class         22/09/2017 
A common 
USD 0.00001   SWAP Expires  Long               110,700     63.4700 USD 
Class         24/10/2017 
A common 
 
 

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

(i)Writing, selling, purchasing or varying

 
Class of   Product          Writing,      Number         Exercise price  Type            Expiry date  Option money 
relevant   descriptione.g.  purchasing,   of securities  per unit        e.g. American,               paid/ 
security   call             selling,      to                             European etc.                received 
           option           varying etc.  which option                                                per unit 
                                          relates 
 
 

(ii)Exercise

 
Class of relevant   Product      Exercising/  Number         Exercise price 
security            description  exercised    of securities  per unit 
                    e.g. call    against 
                    option 
 
 

(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 
 
 

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 exempt principal 
trader 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" 
 
 

(b)Agreements, arrangements or understandings relating to options or derivatives

 
Details of any agreement, arrangement or understanding, 
formal or  informal, between the 
exempt principal trader 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" 
 
 

(c)Attachments

 
Is a Supplemental Form 8 (Open Positions) attached?   NO 
Date of disclosure:                                   20 Jul 2017 
Contact name:                                         Jay Supaya 
Telephone number:                                     020 7773 0635 
 
 

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 [phone].

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

View source version on businesswire.com: http://www.businesswire.com/news/home/20170720005586/en/

 
This information is provided by Business Wire 
 
 

(END) Dow Jones Newswires

July 20, 2017 06:42 ET (10:42 GMT)