BOK Booker

 
TIDMBOK 
 
 

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           BOOKER GROUP PLC 
      in relation to whose 
      relevant securities 
      this form relates: 
(c)   Name of the party to the          TESCO PLC 
      offer with which exempt 
      principal trader is connected 
(d)   Date position held/dealing        15 February 2018 
      undertaken: 
(e)   In addition to the                YES: 
      company in 1(b) 
      above, is the exempt principal 
      trader making disclosures         TESCO PLC 
      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                                                  1p ordinary 
security: 
                                                                   Interests          Short Positions 
                                                                   Number      (%)    Number      (%) 
(1)                 Relevant securities owned 
                    and/or controlled:                             9,368,361   0.52%  3,338,147   0.19% 
(2)                 Cash-settled derivatives: 
                                                                   660,752     0.04%  8,116,922   0.45% 
(3)                 Stock-settled derivatives (including options) 
                    and agreements to purchase/sell:               0           0.00%  0           0.00% 
                    TOTAL:                                         10,029,113  0.56%  11,455,069  0.64% 
 
 

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      Purchase/sale  Total number of  Highest price  Lowest price 
relevant                                      per unit       per unit 
security                     securities       paid/received  paid/received 
1p ordinary   Purchase       429,253          2.2403 GBP     2.2274 GBP 
1p ordinary   Sale           342,222          2.2460 GBP     2.2334 GBP 
 
 

(b) Cash-settled derivative transactions

 
Class of      Product      Nature of dealing  Number of   Price per 
relevant      description                     reference   unit 
security                                      securities 
1p ordinary   SWAP         Long               500         2.2391 GBP 
1p ordinary   SWAP         Long               800         2.2257 GBP 
1p ordinary   CFD          Long               6,598       2.2386 GBP 
1p ordinary   SWAP         Long               6,598       2.2386 GBP 
1p ordinary   SWAP         Long               14,684      2.2249 GBP 
1p ordinary   SWAP         Long               27,097      2.2355 GBP 
1p ordinary   CFD          Long               32,065      2.2395 GBP 
1p ordinary   CFD          Long               33,917      2.2377 GBP 
1p ordinary   SWAP         Long               52,691      2.2401 GBP 
1p ordinary   SWAP         Short              272         2.2220 GBP 
1p ordinary   SWAP         Short              4,305       2.2385 GBP 
1p ordinary   SWAP         Short              14,322      2.2430 GBP 
1p ordinary   SWAP         Short              20,201      2.2349 GBP 
1p ordinary   CFD          Short              28,905      2.2384 GBP 
1p ordinary   SWAP         Short              48,666      2.2370 GBP 
1p ordinary   CFD          Short              62,500      2.2301 GBP 
1p ordinary   SWAP         Short              88,103      2.2378 GBP 
 
 

(c) Stock-settled derivative transactions (including options)

(i) Writing, selling, purchasing or varying

 
Class of   Product          Writing,      Number         Exercise price  Type            Expiry date  Option money 
relevant   descriptione.g.  purchasing,   of securities  per unit        e.g. American,               paid/ 
security   call             selling,      to                             European etc.                received 
           option           varying etc.  which option                                                per unit 
                                          relates 
 
 

(ii) Exercise

 
Class of relevant   Product      Exercising/  Number         Exercise price 
security            description  exercised    of securities  per unit 
                    e.g. call    against 
                    option 
 
 

(d) Other dealings (including subscribing for new securities)

 
Class of relevant   Nature of dealing   Details  Price per unit (if 
security            e.g. subscription,           applicable) 
                    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 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:                                   16 Feb 2018 
Contact name:                                         Elise Tang 
Telephone number:                                     0207 1163 001 
 
 

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.

View source version on businesswire.com: http://www.businesswire.com/news/home/20180216005211/en/

 
This information is provided by Business Wire 
 
 

(END) Dow Jones Newswires

February 16, 2018 05:30 ET (10:30 GMT)