Ruane, Cunniff & Goldfarb L.P. Form 8.3 - Jardine Lloyd Thompson Group plc

 
TIDMJLT 
 
 

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the "Code")

1. KEY INFORMATION

 
(a) Full name of discloser:           Ruane, Cunniff & Goldfarb L.P. 
(b) Owner or controller 
of interests and short 
positions  disclosed, if 
different from 1(a): 
The naming of nominee or vehicle 
companies is insufficient. 
For  a trust, the trustee(s), 
settlor and 
beneficiaries must be named. 
(c) Name of offeror/offeree           Jardine Lloyd Thompson Group plc 
in relation to whose 
relevant  securities 
this form relates: 
Use a separate form for 
each offeror/offeree 
(d) If an exempt fund 
manager connected 
with an offeror/offeree, 
state this and specify identity of 
offeror/offeree: 
(e) Date position held/dealing        18 September 2018 
undertaken: 
For an opening position disclosure, 
state the latest 
practicable date prior 
to the disclosure 
(f) In addition to the company        No 
in 1(c) above, is the 
discloser making disclosures 
in respect 
of any other party to  the offer? 
If it is a cash offer or possible 
cash offer, state "N/A" 
 
 

2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE

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.

(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:         GB0005203376 
                                    5p Ordinary 
                                    Interests        Short positions 
                                    Number     %     Number  % 
(1) Relevant securities owned       4,000,000  1.83 
and/or controlled: 
(2) Cash-settled derivatives: 
(3) Stock-settled derivatives 
(including options) 
and agreements  to purchase/sell: 
TOTAL:                              4,000,000  1.83 
 
 

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 PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), 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 relevant   Purchase/sale  Number of securities  Price per unit 
security 
GB0005203376        SALE           3,737,817             24.55 USD 
5p Ordinary 
 
 

(b) Cash-settled derivative transactions

 
Class of           Product     Nature of           Number of  Price per 
relevant security  description dealing             reference  unit 
                   e.g. CFD    e.g.                securities 
                               opening/closing 
                               a 
                               long/short 
                               position, 
                               increasing/reducing 
                               a 
                               long/short 
                               position 
 
 

(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 which              European                received 
           option       etc.         option                etc.                    per 
                                     relates                                       unit 
 
 

(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 person 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 person 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:   19 September 2018 
Contact name:         Jeffrey Haywood 
Telephone number*:    212 832-5280 
 
 

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].

*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel's Market Surveillance Unit.

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/20180919005724/en/

 
This information is provided by Business Wire 
 
 

(END) Dow Jones Newswires

September 20, 2018 02:00 ET (06:00 GMT)