UK Regulatory Announcement: Form 8.5 (EPT/NON-RI) – G4S PLC

LONDON–()– 

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: 03 December 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:

20,966,113

1.35%

4,768,100

0.31%

 

(2)

Cash-settled derivatives:

2,971,492

0.19%

19,017,541

1.23%

 

(3)

Stock-settled derivatives (including options)
and agreements to purchase/sell:

0

0.00%

0

0.00%

 
 
TOTAL:

23,937,605

1.54%

23,785,641

1.53%

 

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

219,114

20.2800 DKK

20.1496 DKK

25p ordinary

Purchase

632,499

2.4750 GBP

2.452 GBP

25p ordinary

Sale

28,076

20.2456 DKK

20.2456 DKK

25p ordinary

Sale

854,906

2.4751 GBP

2.4525 GBP

(b) Cash-settled derivative transactions

Class of

Product

Nature of dealing

Number of

Price per

relevant

description

 

reference

unit

security

 

 

securities

 

25p ordinary

CFD

Long

1,211

20.3165 DKK

25p ordinary

SWAP

Long

1,988

2.4633 GBP

25p ordinary

CFD

Long

6,620

2.4546 GBP

25p ordinary

CFD

Long

7,234

2.4721 GBP

25p ordinary

CFD

Long

18,323

20.3276 DKK

25p ordinary

CFD

Long

22,828

2.4537 GBP

25p ordinary

CFD

Long

25,081

2.4644 GBP

25p ordinary

SWAP

Long

56,424

2.4551 GBP

25p ordinary

CFD

Long

193,600

2.4557 GBP

25p ordinary

SWAP

Long

276,656

2.4560 GBP

25p ordinary

CFD

Long

371,000

20.2500 DKK

25p ordinary

SWAP

Short

1,988

2.4633 GBP

25p ordinary

CFD

Short

2,575

20.0018 DKK

25p ordinary

CFD

Short

13,547

20.1388 DKK

25p ordinary

CFD

Short

17,473

2.4643 GBP

25p ordinary

SWAP

Short

59,024

2.4750 GBP

25p ordinary

CFD

Short

194,450

20.2157 DKK

25p ordinary

SWAP

Short

264,818

2.4589 GBP

25p ordinary

CFD

Short

371,000

2.4652 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

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)

Class of relevant security

Nature of dealing

e.g. subscription, conversion

Details

Price per unit (if applicable)

 

 

 

 

 

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:

4 Dec 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.

Category Code: FEO

Sequence Number: 723644

Time of Receipt (offset from UTC): 20201204T111336+0000

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