REG-Pentwater Capital Management LP: Form 8.3 - Royal Dutch Shell Plc <Origin Href="QuoteRef">RDSa.L</Origin>
FORM 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")
1. KEY INFORMATION
(a) Identity of the person whose positions/dealings
are being disclosed: Pentwater Capital Management LP
(b) Owner or controller of interests and short
positions disclosed, if different from 1(a):
The naming of nominee or vehicle companies is
insufficient
(c) Name of offeror/offeree in relation to whose
relevant securities this form relates: Royal Dutch Shell Plc
Use a separate form for each offeror/offeree
(d) If an exempt fund manager connected with an
offeror/offeree, state this and specify identity of N/A
offeror/offeree:
(e) Date position held/dealing undertaken: July 31, 2015
(f) Has the discloser previously disclosed, or are
they today disclosing, under the Code in respect of Yes- BG Group Plc
any other party to this offer?
2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE
(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 B Ordinary
Interests Short positions
Number % Number %
(1) Relevant securities owned and/
or controlled:
(2) Derivatives (other than 8,464,429 0.34%
options):
(3) Options and agreements to 5,300,000 0.22% 16,285,000 0.67%
purchase/sell:
5,300,000 0.22% 24,749,429 1.01%
TOTAL:
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(c), copy
table 2(a) or (b) (as appropriate) for each additional class of relevant
security.
3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE
(a) Purchases and sales
Class of relevant Purchase/sale Number of securities Price per unit
security
(b) Derivatives transactions (other than options)
Nature of dealing
Class of Product e.g. opening/closing a Number of
relevant description long/short position, reference Price per unit
security e.g. CFD increasing/reducing a long securities
/short position
Ordinary B TRS Increasing short position 22,270 18.60 GBP
(c) Options transactions in respect of existing securities
(i) Writing, selling, purchasing or varying
Product Writing, Number of Type Option
Class of description purchasing, securities Exercise e.g. Expiry money paid
relevant e.g. call selling, to which price American, date / received
security option varying etc. option per unit European per unit
relates etc.
(ii) Exercising
Class of relevant Product description Number of securities Exercise price per
security e.g. call option unit
(d) Other dealings (including subscribing for new securities)
Class of relevant Nature of dealing Price per unit (if
security e.g. subscription, Details 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(c), 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 person 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"
(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"
(c) Attachments
Is a Supplemental Form 8 (Open Positions) attached? YES
Date of disclosure: August 3, 2015
Contact name: Neal Nenadovic
Telephone number: 312-589-6405
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 .
SUPPLEMENTAL FORM 8 (OPEN POSITIONS)
DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO PURCHASE OR SELL
ETC.
Note 5(i) on Rule 8 of the Takeover Code (the "Code")
1. KEY INFORMATION
Identity of person whose open positions are being
disclosed: Pentwater Capital Management LP
Name of offeror/offeree in relation to whose
relevant securities the disclosure relates: Royal Dutch Shell Plc
2. OPTIONS AND DERIVATIVES
Number of Type
Class of Product securities Exercise e.g.
relevant description Written or to which price per American, Expiry date
security e.g. call purchased option or unit European
option derivative etc.
relates
Ordinary B Call option Written (1,000,000) 18.00 GBP American 8/21/15
Ordinary B Call option Written (2,700,000) 18.50 GBP American 8/21/15
Ordinary B Call option Written 19.00 GBP American 8/21/15
(885,000)
Ordinary B Call option Written (1,000,000) 17.50 GBP American 8/21/15
Ordinary B Put option Purchased (1,000,000) 18.50 GBP American 3/18/16
Ordinary B Put option Purchased (9,700,000) 19.00 GBP American 3/18/16
Ordinary B Put option Written 3,200,000 18.00 GBP American 8/21/15
Ordinary B Put option Written 2,100,000 18.50 GBP American 8/21/15
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 contracts for differences ("CFDs") or spread bets.
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 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
Copyright © 2015 PR Newswire Association, LLC. All Rights Reserved
- Announcement
- Announcement
- Announcement
- Announcement
- Announcement