Form 8.5 Tomkins plc

 
TIDMTOMK 
 
 

  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             TOMKINS PLC 
in relation to whose 
relevant securities 
this form relates: 
Use a separate form for 
each offeror/offeree 
(c) Name of the party to                Advisor to Offeror 
the offer with which 
exempt principal  trader 
is connected: 
(d) Date position held/dealing          24 September 2010 
undertaken: 
(e) Has the EPT previously disclosed,   NO 
or is it today disclosing, 
under the Code in respect of any 
other party to this offer? 
 
 

  2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER 
 

  (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:     ORD 
                                Interests         Short Positions 
                                Number     (%)    Number  (%) 
(1)  Relevant securities owned 
     and/or controlled:         66,851     0.01%  45,318  0.01% 
(2)  Derivatives (other than 
     options):                  0          0.00%  0       0.00% 
(3)  Options and agreements to 
     purchase/sell:             0          0.00%  0       0.00% 
(4)  TOTAL: 
                                66,851     0.01%  45,318  0.01% 
 
 

  All interests and all short positions should be disclosed. 
 

  Details of any open derivative or option positions, 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 executive options) 
 
Class of relevant security in relation 
to which subscription right  exists: 
Details, including nature of the rights 
concerned and relevant  percentages: 
 
 

  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. 
 

  3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER 
 

  (a) Purchases and sales 
 
Class of relevant   Purchase/sale  Number of   Price per unit 
security                           securities 
ORD                 Purchase       81,207      3.2500 GBP 
ORD                 Sale           10,127,955  3.2500 GBP 
 
 

  (b) Derivatives transactions (other than options) 
 
Class of   Product      Nature of dealing  Number of   Price per 
relevant   description                     reference   unit 
security                                   securities 
ORD        CFD          Long               10,010,374  3.2500 GBP 
 
 

  (c) Options transactions in respect of existing securities 
 

  (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) Exercising 
 
Class of relevant   Product description  Number         Exercise price 
security            e.g. call option     of securities  per unit 
 
 

  (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 
 
 

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

  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. 
 

  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: 
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:   27 Sep 2010 
Contact name:         Geoff Smith 
Telephone number:     020 7116 2913 
 
 

  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 dealing disclosure requirements on [phone]. 
 

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