BARCLAYS PLC Form 8.5 (EPT/NON-RI) - ARM HOLDINGS PLC

 
TIDMARM 
 
 

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           ARM HOLDINGS PLC 
      in relation to whose 
      relevant securities 
      this form relates: 
(c)   Name of the party to the          ARM HOLDINGS PLC 
      offer with which exempt 
      principal trader is connected 
(d)   Date position held/dealing        21 July 2016 
      undertaken: 
(e)   In addition to the                NO 
      company in 1(b) 
      above, is the exempt principal 
      trader making disclosures 
      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 
security: 
                                    Interests         Short Positions 
                                    Number     (%)    Number     (%) 
(1)                 Relevant 
                    securities 
                    owned 
                    and/or          7,670,005  0.54%  3,513,265  0.25% 
                    controlled: 
(2)                 Cash-settled 
                    derivatives: 
                                    1,285,488  0.09%  5,411,984  0.38% 
(3)                 Stock-settled 
                    derivatives 
                    (including 
                    options) 
                    and agreements  0          0.00%  0          0.00% 
                    to 
                    purchase/DEALING: 
                    TOTAL:          8,955,493  0.64%  8,925,249  0.63% 
 
 

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/DEALING  Total number of  Highest price  Lowest price 
relevant                                   per unit       per unit 
security                  securities       paid/received  paid/received 
ORD        Purchase       1,553,173        16.8000 GBP    16.717 GBP 
ORD        Sale           1,567,956        16.7973 GBP    16.7423 GBP 
ADR        Purchase       600              66.1950 USD    66.1625 USD 
ADR        Sale           600              66.1950 USD    66.1625 USD 
 
 

(b) Cash-settled derivative transactions

 
Class of   Product       Nature of dealing  Number of   Price per 
relevant   description                      reference   unit 
security                                    securities 
ORD        CFD           Long               260         16.7734 GBP 
ORD        CFD           Long               282         16.7473 GBP 
ORD        SWAP          Long               5,671       16.7423 GBP 
ORD        SWAP          Long               6,798       16.7738 GBP 
ORD        CFD           Long               11,248      16.7466 GBP 
ORD        CFD           Long               28,362      16.7586 GBP 
ORD        SWAP          Long               37,046      16.7498 GBP 
ORD        CFD           Long               49,264      16.7558 GBP 
ORD        SWAP          Long               61,377      16.7628 GBP 
ORD        CFD           Short              300         16.7712 GBP 
ORD        CFD           Short              411         16.7212 GBP 
ORD        SWAP          Short              1,000       16.8016 GBP 
ORD        SWAP          Short              8,580       16.7589 GBP 
ORD        CFD           Short              11,248      16.7782 GBP 
ORD        SWAP          Short              11,565      16.7664 GBP 
ORD        SWAP Expires  Short              22,400      16.7167 GBP 
           21/10/2017 
ORD        CFD           Short              36,590      16.7777 GBP 
ORD        CFD           Short              46,468      16.7718 GBP 
ORD        SWAP          Short              60,595      16.7704 GBP 
 
 

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

(i) Writing, selling, purchasing or varying

 
Class of   Product      Writing,     Number      Exercise  Type       Expiry date  Option 
relevant   description  purchasing,  of          price     e.g.                    money 
security   e.g.         selling,     securities  per unit  American,               paid/ 
           call         varying      to                    European                received 
           option       etc.         which                 etc.                    per 
                                     option                                        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?   NO 
Date of disclosure:                                   22 Jul 2016 
Contact name:                                         Pinar Coktas 
Telephone number:                                     020 7116 1165 
 
 

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 [e-mail]. 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/DEALING/en/

 
This information is provided by Business Wire 
 
 

(END) Dow Jones Newswires

July 22, 2016 06:57 ET (10:57 GMT)