REG - BlackRock Group Royal Dutch Shell - Form 8.3 - Royal Dutch Shell PLC <Origin Href="QuoteRef">RDSa.L</Origin>
RNS Number : 9857NBlackRock Group03 February 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
02 February 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:
274,071,301
6.86%
11,521
0.00%
(2) Cash-settled derivatives:
1,056,467
0.02%
220,719
0.00%
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
0
0.00%
197,000
0.00%
TOTAL:
275,127,768
6.89%
429,240
0.01%
Class of relevant security:
EUR 0.07 B ordinary
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
219,052,773
8.97%
400
0.00%
(2) Cash-settled derivatives:
1,839,440
0.07%
2,341,869
0.09%
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
0
0.00%
0
0.00%
TOTAL:
220,892,213
9.05%
2,342,269
0.09%
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
335,582
GBP 14.3350
EUR 0.07 A ordinary
Purchase
2,966
GBP 14.8350
EUR 0.07 A ordinary
Purchase
60,138
EUR 19.0800
EUR 0.07 A ordinary
Purchase
21,645
EUR 19.2460
EUR 0.07 A ordinary
Sale
294,739
GBP 14.2919
EUR 0.07 A ordinary
Sale
4,646
GBP 14.3350
EUR 0.07 A ordinary
Sale
1,841
GBP 14.5212
EUR 0.07 A ordinary
Sale
1,699
GBP 14.6626
EUR 0.07 A ordinary
Sale
1,092
GBP 14.8350
EUR 0.07 A ordinary
Sale
5,132
EUR 18.9758
EUR 0.07 A ordinary
Sale
7,208
EUR 19.1775
(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
529
GBP 14.2741
EUR 0.07 B ordinary
Purchase
199,873
GBP 14.3550
EUR 0.07 B ordinary
Purchase
1,828
GBP 14.8750
EUR 0.07 B ordinary
Sale
35,200
GBP 14.2100
EUR 0.07 B ordinary
Sale
60,600
GBP 14.2770
EUR 0.07 B ordinary
Sale
65,100
GBP 14.2900
EUR 0.07 B ordinary
Sale
5,100
GBP 14.2901
EUR 0.07 B ordinary
Sale
2,712
GBP 14.3550
EUR 0.07 B ordinary
Sale
1,678,689
GBP 14.3947
EUR 0.07 B ordinary
Sale
74,200
GBP 14.4300
EUR 0.07 B ordinary
Sale
139,700
GBP 14.5050
EUR 0.07 B ordinary
Sale
1,893
GBP 14.5165
EUR 0.07 B ordinary
Sale
114,600
GBP 14.5750
EUR 0.07 B ordinary
Sale
140,100
GBP 14.5900
EUR 0.07 B ordinary
Sale
88,500
GBP 14.6200
EUR 0.07 B ordinary
Sale
86,600
GBP 14.6550
EUR 0.07 B ordinary
Sale
1,747
GBP 14.6673
EUR 0.07 B ordinary
Sale
110,967
GBP 14.6990
EUR 0.07 B ordinary
Sale
740
GBP 14.8750
(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
Increasing Short
48
GBP 14.2925
EUR 0.07 A ordinary
CFD
Increasing Short
19,152
EUR 18.9895
(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
8,072
GBP 14.3021
EUR 0.07 B ordinary
CFD
Reducing Short
12,110
GBP 14.5058
EUR 0.07 B ordinary
CFD
Increasing Short
40,000
GBP 14.2643
EUR 0.07 B ordinary
CFD
Increasing Short
16,156
GBP 14.2833
EUR 0.07 B ordinary
CFD
Increasing Short
69,996
GBP 14.2911
EUR 0.07 B ordinary
CFD
Increasing Short
2,668
GBP 14.3040
EUR 0.07 B ordinary
CFD
Increasing Short
45,000
GBP 14.3063
EUR 0.07 B ordinary
CFD
Increasing Short
775
GBP 14.3550
(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
16,502
GBP 14.3350
EUR 0.07 A ordinary
Transfer Out of Shares
20,658
GBP 14.3350
A ADSs*
Transfer Out of ADSs
896
*Please note each A ADS converts to 2 ordinary A shares
(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
8,767
GBP 14.3550
B ADSs*
Transfer In of ADSs
2,259
EUR 0.07 B ordinary
Transfer Out of Shares
11,751
GBP 14.3550
*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:
03 February 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
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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