REG-BARCLAYS PLC FORM 8.5 (EPT/NON-RI) - G4S PLC
24/11/2020 11:00
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FORM 8.5 (EPT/NON-RI) - G4S PLC
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 G4S PLC
relevant securities this form relates:
(c) Name of the party to the offer with which exempt Fleming Capital Securities, Inc. (a wholly-owned subsidiary of Garda World
Security Corporation)
principal trader is connected
(d) Date position held/dealing undertaken: 23 November 2020
(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 security: 25p ordinary
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 27,334,292 1.76% 4,915,195 0.32%
(2) Cash-settled derivatives:
3,354,967 0.22% 26,073,115 1.68%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
TOTAL: 30,689,259 1.98% 30,988,310 2.00%
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 relevant Purchase/sale Total number of Highest price per unit Lowest price per unit
security securities paid/received paid/received
25p ordinary Purchase 422,678 18.8286 DKK 18.705 DKK
25p ordinary Purchase 222,156 2.2750 GBP 2.2523 GBP
25p ordinary Sale 36,213 18.8634 DKK 18.7106 DKK
25p ordinary Sale 669,301 2.2750 GBP 2.2466 GBP
(b) Cash-settled derivative transactions
Class of Product Nature of dealing Number of Price per
relevant description reference unit
security securities
25p ordinary SWAP Long 400 2.2502 GBP
25p ordinary CFD Long 407 18.7833 DKK
25p ordinary SWAP Long 1,308 2.2484 GBP
25p ordinary CFD Long 3,583 2.2697 GBP
25p ordinary CFD Long 10,456 18.6915 DKK
25p ordinary SWAP Long 11,365 2.2466 GBP
25p ordinary SWAP Long 16,639 2.2750 GBP
25p ordinary CFD Long 17,383 18.7451 DKK
25p ordinary SWAP Long 26,067 2.2738 GBP
25p ordinary SWAP Long 38,771 2.2723 GBP
25p ordinary CFD Long 72,706 2.2748 GBP
25p ordinary SWAP Long 86,537 2.2585 GBP
25p ordinary CFD Long 375,107 2.2528 GBP
25p ordinary CFD Long 1,000,000 18.8125 DKK
25p ordinary CFD Short 120 2.2640 GBP
25p ordinary CFD Short 1,270 18.4631 DKK
25p ordinary SWAP Short 1,440 2.2471 GBP
25p ordinary SWAP Short 2,127 2.2019 GBP
25p ordinary CFD Short 4,089 18.4616 DKK
25p ordinary CFD Short 6,214 2.2450 GBP
25p ordinary SWAP Short 8,768 2.2505 GBP
25p ordinary SWAP Short 16,639 2.2750 GBP
25p ordinary CFD Short 16,780 2.2641 GBP
25p ordinary CFD Short 30,003 18.7253 DKK
25p ordinary SWAP Short 105,107 2.2582 GBP
25p ordinary CFD Short 379,349 18.8670 DKK
25p ordinary CFD Short 1,000,000 2.2552 GBP
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type Expiry date Option money paid/ received per unit
e.g. American, European etc.
(ii) Exercise
Class of relevant security Product description Exercising/ exercised against Number of securities Exercise price per unit
e.g. call option
(d) Other dealings (including subscribing for new securities)
Class of relevant security Nature of dealing Details Price per unit (if applicable)
e.g. subscription, 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: 24 Nov 2020
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 +44 (0)20 7638 0129.
The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk
(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.thetakeoverpanel.org.uk%2F&esheet=52334572&newsitemid=20201124005508&lan=en-US&anchor=www.thetakeoverpanel.org.uk&index=1&md5=1dd60813aeb0c2cf5cb299f1c97f4c68)
.
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