BARCLAYS PLC Form 8.5 (EPT/NON-RI) - BTG PLC

 
TIDMBTG 
 
 

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 in relation to whose                       BTG PLC 
      relevant securities this form relates: 
(c)   Name of the party to the offer with which exempt                   Bravo Bidco Limited (a newly incorporated entity indirectly  wholly-owned by Boston Scientific Corporation) 
      principal trader is connected 
(d)   Date position held/dealing undertaken:                             23 May 2019 
(e)   In addition to the company in 1(b) above, is the exempt principal  NO 
      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                   10p ordinary 
security: 
                                    Interests            Short Positions 
                                    Number        (%)    Number     (%) 
(1)                 Relevant 
                    securities 
                    owned 
                    and/or          7,214,178     1.86%  1,037,887  0.27% 
                    controlled: 
(2)                 Cash-settled 
                    derivatives: 
                                    117,900       0.03%  5,862,716  1.51% 
(3)                 Stock-settled 
                    derivatives 
                    (including 
                    options) 
                    and agreements  0             0.00%  0          0.00% 
                    to 
                    purchase/sell: 
(4) 
                    TOTAL:          7,332,078     1.89%  6,900,603  1.78% 
 
 

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  Highest price  Lowest price 
relevant                      of            per unit       per unit 
security                      securities    paid/received  paid/received 
10p ordinary   Purchase       73,828        8.3443 GBP     8.34 GBP 
10p ordinary   Sale           57,490        8.3453 GBP     8.34 GBP 
 
 

(b) Cash-settled derivative transactions

 
Class of       Product      Nature of dealing  Number of   Price per 
relevant       description                     reference   unit 
security                                       securities 
10p ordinary   SWAP         Long               447         8.3437 GBP 
10p ordinary   CFD          Long               2,618       8.3388 GBP 
10p ordinary   SWAP         Long               11,360      8.3400 GBP 
10p ordinary   SWAP         Short              5           8.3460 GBP 
10p ordinary   SWAP         Short              4,405       8.3401 GBP 
10p ordinary   SWAP         Short              4,732       8.3434 GBP 
10p ordinary   SWAP         Short              9,808       8.3437 GBP 
10p ordinary   CFD          Short              13,930      8.3456 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   NO 
Positions) attached? 
Date of disclosure:              24 May 2019 
Contact name:                    Large Holdings Regulatory Operations 
Telephone number:                020 3134 7213 
 
 

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: https://www.businesswire.com/news/home/20190524005124/en/

 
This information is provided by Business Wire 
 
 

(END) Dow Jones Newswires

May 24, 2019 06:41 ET (10:41 GMT)