BARCLAYS PLC Form 8.5 (EPT/NON-RI) - TESCO PLC - AMENDMENT

 
TIDMTSCO 
 
 

FORM 8.5 (EPT/NON-RI)

AMMENT TO SALES AND PURCHASES

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           TESCO PLC 
      in relation to whose 
      relevant securities 
      this form relates: 
(c)   Name of the party to the          TESCO PLC 
      offer with which exempt 
      principal trader is connected 
(d)   Date position held/dealing        18 October 2017 
      undertaken: 
(e)   In addition to the                YES: 
      company in 1(b) 
      above, is the exempt principal 
      trader making disclosures         BOOKER 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                                                  5p ordinary 
security: 
                                                                   Interests          Short Positions 
                                                                   Number      (%)    Number      (%) 
(1)                 Relevant securities owned 
                    and/or controlled:                             41,664,797  0.51%  37,800,735  0.46% 
(2)                 Cash-settled derivatives: 
                                                                   21,862,297  0.27%  25,571,333  0.31% 
(3)                 Stock-settled derivatives (including options) 
                    and agreements to purchase/sell:               1,000,000   0.01%  1,000,000   0.01% 
                    TOTAL:                                         64,527,094  0.79%  64,372,068  0.79% 
 
 

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 
5p ordinary   Purchase       1,375,550        1.8737 GBP     1.8587 GBP 
5p ordinary   Sale           2,481,517        1.8737 GBP     1.857 GBP 
ADR           Purchase       29,421           7.4400 USD     7.44 USD 
ADR           Sale           29,421           7.4400 USD     7.44 USD 
 
 

(b) Cash-settled derivative transactions

 
Class of      Product       Nature of dealing  Number of   Price per 
relevant      description                      reference   unit 
security                                       securities 
5p ordinary   CFD           Long               23          1.8586 GBP 
5p ordinary   CFD           Long               33          1.8615 GBP 
5p ordinary   CFD           Long               61          1.8604 GBP 
5p ordinary   CFD           Long               117         1.8585 GBP 
5p ordinary   CFD           Long               141         1.8638 GBP 
5p ordinary   CFD           Long               168         1.8614 GBP 
5p ordinary   CFD           Long               1,169       1.8628 GBP 
5p ordinary   CFD           Long               1,352       1.8673 GBP 
5p ordinary   CFD           Long               1,581       1.8648 GBP 
5p ordinary   CFD           Long               6,719       1.8678 GBP 
5p ordinary   CFD           Long               13,501      1.8667 GBP 
5p ordinary   CFD           Long               20,449      1.8641 GBP 
5p ordinary   CFD           Long               21,608      1.8607 GBP 
5p ordinary   CFD           Long               29,813      1.8620 GBP 
5p ordinary   CFD           Long               32,853      1.8727 GBP 
5p ordinary   CFD           Long               34,130      1.8619 GBP 
5p ordinary   CFD           Long               41,292      1.8670 GBP 
5p ordinary   CFD           Long               44,174      1.8709 GBP 
5p ordinary   CFD           Long               49,433      1.8644 GBP 
5p ordinary   CFD           Long               54,881      1.8627 GBP 
5p ordinary   CFD           Long               55,555      1.8601 GBP 
5p ordinary   SWAP          Long               80,807      1.8674 GBP 
5p ordinary   CFD           Long               95,259      1.8664 GBP 
5p ordinary   CFD           Long               113,633     1.8666 GBP 
5p ordinary   SWAP          Long               133,381     1.8677 GBP 
5p ordinary   CFD           Long               141,793     1.8713 GBP 
5p ordinary   SWAP          Long               141,793     1.8713 GBP 
5p ordinary   SWAP Expires  Long               219,384     1.8698 GBP 
              20/10/2018 
5p ordinary   SWAP          Long               337,493     1.8671 GBP 
5p ordinary   CFD           Short              1           1.8600 GBP 
5p ordinary   CFD           Short              242         1.8705 GBP 
5p ordinary   CFD           Short              767         1.8700 GBP 
5p ordinary   SWAP          Short              7,202       1.8592 GBP 
5p ordinary   SWAP          Short              20,867      1.8671 GBP 
5p ordinary   CFD           Short              24,008      1.8695 GBP 
5p ordinary   CFD           Short              29,095      1.8702 GBP 
5p ordinary   SWAP          Short              35,587      1.8675 GBP 
5p ordinary   CFD           Short              142,077     1.8682 GBP 
5p ordinary   SWAP          Short              142,520     1.8715 GBP 
5p ordinary   CFD           Short              323,940     1.8691 GBP 
5p ordinary   SWAP          Short              323,940     1.8691 GBP 
 
 

(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" 
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" 
None 
 
 

(c) Attachments

 
Is a Supplemental Form 8 (Open Positions) attached?   YES 
Date of disclosure:                                   23 Oct 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.

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

1. KEY INFORMATION

 
Identity of the person whose             BARCLAYS CAPITAL SECURITIES LTD 
positions/dealings 
are being disclosed: 
Name of offeror/offeree                  TESCO PLC 
in relation to whose 
relevant securities this from relates: 
 
 

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

 
Class      Product      Writing,     Number      Exercise  Type      Expiry 
of         description  purchasing,  of          price               date 
relevant                selling,     securities  per unit 
security                varying etc  to which 
                                     option 
                                     relates 
5p         Call         Purchased    1,000,000   185.0000  American  15 Dec 2017 
ordinary   Options 
5p         Put          Purchased    -1,000,000  185.0000  American  15 Dec 2017 
ordinary   Options 
 
 

3. AGREEMENTS TO PURCHASE OR SELL ETC.

 
Full details should be given so that the nature of the 
interest or  position can be fully understood: 
 
 

It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to cash-settled derivatives.

The currency of all prices and other monetary amounts should be stated.

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/20171023005947/en/

 
This information is provided by Business Wire 
 
 

(END) Dow Jones Newswires

October 23, 2017 10:37 ET (14:37 GMT)