REG-Shell Asset Management Company B.V.: Form 8 (DD) - BG Group plc <Origin Href="QuoteRef">BG.L</Origin> <Origin Href="QuoteRef">RDSa.L</Origin>
13/05/2015 11:50
FORM 8 (DD)
PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT
(INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)
Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")
The Panel Executive has agreed on an ex parte basis that the dealings below
have no Code consequences.
1. KEY INFORMATION
(a) Full name of discloser: Shell Asset Management Company
B.V.
(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 in relation to BG Group plc
whose relevant securities this form relates:
Use a separate form for each offeror/offeree
(d) Status of person making the disclosure: Person acting in concert with
the offeror
e.g. offeror, offeree, person acting in concert
with the offeror/offeree (specify name of
offeror/offeree)
(e) Date dealing undertaken: May 12, 2015
(f) In addition to the company in 1(c) above, Yes - Royal Dutch Shell plc
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
Class of relevant security: 10p ordinary
Interests Short positions
Number % Number %
(1) Relevant securities owned 353,050 0.01 0 0
and/or controlled:
(2) Cash-settled derivatives: 0 0 0 0
(3) Stock-settled derivatives 0 0 0 0
(including options) and
agreements to purchase/sell:
TOTAL: 353,050 0.01 0 0
Shell Asset Management Company B.V. does not have discretion regarding voting
decisions in respect of these shares.
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).
Details of any securities borrowing and lending positions or financial
collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).
(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 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
(i) Party to an offer or person acting in concert (except for a principal
trader in the same group as a connected adviser)
Class of relevant Purchase/sale Number of securities Price per unit
security
10p ordinary Sale 102,025 1,170.00p
10p ordinary Sale 18,469 1,170.25p
10p ordinary Sale 23,848 1,170.50p
10p ordinary Sale 2,833 1,170.75p
10p ordinary Sale 10,706 1,171.00p
10p ordinary Sale 5,737 1,171.25p
10p ordinary Sale 59,477 1,171.50p
10p ordinary Sale 5,290 1,171.75p
10p ordinary Sale 1,562 1,172.00p
10p ordinary Sale 4 1,173.25p
10p ordinary Sale 1,223 1,174.00p
10p ordinary Sale 17,881 1,174.50p
10p ordinary Sale 7,925 1,174.75p
10p ordinary Sale 292,734 1,175.00p
10p ordinary Sale 5,488 1,175.25p
10p ordinary Sale 5,319 1,175.50p
10p ordinary Sale 22,506 1,175.75p
10p ordinary Sale 83 1,176.00p
10p ordinary Sale 1,378 1,176.25p
10p ordinary Sale 4,443 1,176.75p
10p ordinary Sale 16,630 1,178.00p
10p ordinary Sale 26,591 1,178.25p
10p ordinary Sale 11,373 1,178.50p
10p ordinary Sale 3,897 1,178.75p
10p ordinary Sale 561 1,179.00p
10p ordinary Sale 73,528 1,180.00p
10p ordinary Sale 85,732 1,180.25p
10p ordinary Sale 14,435 1,180.50p
10p ordinary Sale 4,057 1,180.75p
10p ordinary Sale 1,215 1,181.50p
(ii) Principal trader where the sole reason for the connection is that the
principal trader is in the same group as a connected adviser
Class of Purchases/ Total number of Highest price Lowest price
relevant sales securities per unit paid/ per unit paid/
security received received
(b) Cash-settled derivative transactions
Class of Product Nature of dealing Number of Price per
relevant description reference unit
security e.g. opening/closing a securities
e.g. CFD 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 of Exercise Type Expiry Option
relevant description purchasing, securities price date money
security e.g. call selling, to which per unit e.g. paid/
option varying option American, received
etc. relates European per unit
etc.
(ii) Exercise
Class of Product Exercising/ Number of Exercise price
relevant description exercised securities per unit
security against
e.g. call
option
(d) Other dealings (including subscribing for new securities)
Class of relevant Nature of dealing Details Price per unit
security (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 party to the
offer or person acting in concert making the disclosure and any other person:
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 party to the offer or person acting in concert 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
Are any Supplemental Forms attached?
Supplemental Form 8 (Open Positions) NO
Supplemental Form 8 (SBL) NO
Date of disclosure: May 13, 2015
Contact name: Bart van der Steenstraten
Telephone number: +31 70 31 99 299
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
monitoring@disclosure.org.uk . The Panel's Market Surveillance Unit is
available for consultation in relation to the Code's dealing disclosure
requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk .
END
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