REG - BlackRock Group Royal Dutch Shell - Form 8.3 - Royal Dutch Shell PLC <Origin Href="QuoteRef">RDSa.L</Origin>
RNS Number : 0480NBlackRock Group26 January 2016FORM 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")
4. (c) Supplemental Form 8 (Open Positions) attached
1. KEY INFORMATION
(a) Full name of discloser:
BlackRock, Inc.
(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.
N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each offeror/offeree
Royal Dutch Shell PLC
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:
(e) Date position held/dealing undertaken:
For an opening position disclosure, state the latest practicable date prior to the disclosure
25 January 2016
(f) In addition to the company 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"
Yes, BG Group PLC
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:
EUR 0.07 A ordinary
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
274,164,500
6.86%
2,156
0.00%
(2) Cash-settled derivatives:
1,113,271
0.02%
115,587
0.00%
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
0
0.00%
304,500
0.00%
TOTAL:
275,277,771
6.89%
422,243
0.01%
Class of relevant security:
EUR 0.07 B ordinary
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
230,824,447
9.45%
0
0.00%
(2) Cash-settled derivatives:
1,758,088
0.07%
1,920,799
0.07%
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
0
0.00%
0
0.00%
TOTAL:
232,582,535
9.53%
1,920,799
0.07%
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 Form8 (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 - EUR 0.07 A ordinary
Class of relevant security
Purchase/sale
Number of securities
Price per unit
EUR 0.07 A ordinary
Purchase
499,865
GBP 13.7889
EUR 0.07 A ordinary
Purchase
2,296
GBP 13.8987
EUR 0.07 A ordinary
Purchase
123,747
GBP 13.9850
EUR 0.07 A ordinary
Sale
3,037
GBP 13.7372
EUR 0.07 A ordinary
Sale
687
GBP 13.7739
EUR 0.07 A ordinary
Sale
7,877
GBP 13.7801
EUR 0.07 A ordinary
Sale
862,900
GBP 13.8948
EUR 0.07 A ordinary
Sale
15,793
GBP 13.8997
EUR 0.07 A ordinary
Sale
637,089
EUR 18.2728
EUR 0.07 A ordinary
Sale
776
EUR 18.5157
A ADSs*
Sale
9,700
USD 39.6500
A ADSs*
Sale
146,000
USD 40.0041
* Please note each A ADS converts to 2 Ordinary A Shares
(a) Purchases and sales - EUR 0.07 B ordinary
Class of relevant security
Purchase/sale
Number of securities
Price per unit
EUR 0.07 B ordinary
Purchase
10,966
GBP 13.7293
EUR 0.07 B ordinary
Purchase
169,507
GBP 13.8835
EUR 0.07 B ordinary
Purchase
364
GBP 13.9517
EUR 0.07 B ordinary
Purchase
61,750
GBP 14.0200
EUR 0.07 B ordinary
Sale
1,148,227
GBP 13.7710
(b) Cash-settled derivative transactions - EUR 0.07 A ordinary
Class of relevant security
Product description
e.g. CFD
Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities
Price per unit
EUR 0.07 A ordinary
CFD
Reducing Long
6,441
GBP 13.9850
(b) Cash-settled derivative transactions - EUR 0.07 B ordinary
Class of relevant security
Product description
e.g. CFD
Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities
Price per unit
EUR 0.07 B ordinary
CFD
Reducing Short
3,775
GBP 13.7716
EUR 0.07 B ordinary
CFD
Reducing Short
2,876
GBP 13.9864
EUR 0.07 B ordinary
CFD
Reducing Long
917
GBP 13.8897
EUR 0.07 B ordinary
CFD
Reducing Long
4,130
GBP 14.0200
(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
e.g. American, European etc.
Expiry date
Option money paid/ received per unit
(ii) Exercise
Class of relevant security
Product description
e.g. call option
Exercising/ exercised against
Number of securities
Exercise price per unit
(d) Other dealings (including subscribing for new securities) - EUR 0.07 A ordinary
Class of relevant security
Nature of dealing
e.g. subscription, conversion
Details
Price per unit (if applicable)
EUR 0.07 A ordinary
Transfer In of Shares
117,018
GBP 13.9850
EUR 0.07 A ordinary
Transfer Out of Shares
843
GBP 13.9850
(d) Other dealings (including subscribing for new securities) - EUR 0.07 B ordinary
Class of relevant security
Nature of dealing
e.g. subscription, conversion
Details
Price per unit (if applicable)
EUR 0.07 B ordinary
Transfer In of Shares
166,666
GBP 14.0200
B ADSs*
Transfer In of ADSs
4,049
EUR 0.07 B ordinary
Transfer Out of Shares
521
GBP 14.0200
* Please note each B ADS converts to 2 Ordinary B Shares
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?
Yes
Date of disclosure:
26 January 2016
Contact name:
Gareth Slade
Telephone number:
+44 20 7743 2536
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 disclosure requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
SUPPLEMENTAL FORM 8 (OPEN POSITIONS)
DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.
Note 5(i) on Rule 8 of the Takeover Code (the "Code")
1. KEY INFORMATION
Full name of person making disclosure:
BlackRock, Inc.
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:
Royal Dutch Shell PLC
2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
Class of relevant security
Product description e.g. call option
Written or purchased
Number of securities to which option or derivative relates
Exercise price per unit
Type
e.g. American, European etc.
Expiry date
A ADSs
Call Option
Written
107,500
USD
51.7010
European
27/01/2016
A ADSs
Call Option
Written
100,000
USD
50.4900
European
05/02/2016
A ADSs
Call Option
Written
97,000
USD
46.1540
European
17/02/2016
3. AGREEMENTS TO PURCHASE OR SELL ETC.
Full details should be given so that the nature of the interest or position can be fully understood:
It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to cash-settled derivatives.
The currency of all prices and other monetary amounts should be stated.
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.
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