Rule 8 - (Woolworths)
February 02 2005 - 9:24AM
UK Regulatory
RNS Number:1198I
Bear Stearns Intl. Trading Ltd
02 February 2005
FORM 8.1/8.3
Lodge with a RIS or Newstrack, if appropriate, and the Takeover Panel. Use
separate form for each class of securities in which dealings have been made.
Date of disclosure, 2 February 2005
DISCLOSURE UNDER RULES 8.1(a), 8.1(b)(i) AND 8.3
OF THE CITY CODE ON TAKEOVERS AND MERGERS
Date of dealing, 31 January 2005
Dealing in Woolworths Group Plc
(1) Class of securities (eg ordinary shares) Ordinary Shares
(2) Amount bought Amount sold Price per unit
200000 GBP 0.475
578487 GBP 0.48
87000 GBP 0.485
400000 GBP 0.4875
8449344 GBP 0.4877
5988648 GBP 0.4888
540000 GBP 0.49
200000 GBP 0.4925
2600000 GBP 0.4934
250000 GBP 0.495
200000 GBP 0.5025
150000 GBP 0.505
412987 GBP 0.49
135000 GBP 0.4925
In addition, Bear Stearns International Trading Limited has undertaken certain
CFD and Swap transactions (See below).
(3) Resultant total of the same class owned or controlled
(and percentage of class) 22,627,933 (1.59%)
(4) Party making disclosure Bear Stearns International Trading Limited.
(5) EITHER (a) Name of purchaser/vendor (Note 1) Bear Stearns
International Trading Limited ...
OR (b) If dealing for discretionary client(s), name of
fund management organisation
(6) Reason for disclosure (Note 2)
(a) associate of (i) offeror (Note 3) NO
(ii) offeree company NO
Specify which category or categories of associate (1-8 overleaf)
If category (8), explain................................................
......................................................................
(b) Rule 8.3 (ie disclosure because of ownership or control of 1% or
more of the class of relevant securities dealt in) YES
Signed, for and on behalf of the party named in (4) above.....................
(Also print name of signatory) James Step
Telephone and extension number 020 7516 5310
______________________________________
Note 1. Specify owner, not nominee or vehicle company. If relevant, also
identify controller of owner, eg where an owner normally acts on instructions of
a controller.
Note 2. Disclosure might be made for more than one reason; if so, state all
reasons.
Note 3. Specify which offeror if there is more than one.
Note 4. When an arrangement exists with any offeror, with the offeree company
or with an associate of any offeror or of the offeree company in relation to
relevant securities, details of such arrangement must be disclosed, as required
by Note 6 on Rule 8.
Note 5. It may be necessary, particularly when disclosing derivative
transactions, to append a sheet to this disclosure form so that all relevant
information can be given.
Note 6. In the case of an average price bargain, each underlying trade should
be disclosed.
Note 7. The resultant total percentage holding of the class of relevant security
is to be calculated by reference to the percentage held and in issue outside
treasury.
For full details of disclosure requirements, see Rule 8 of the Code. If in
doubt, contact the Panel on Takeovers and Mergers, Monitoring Section, Tel. No:
020 7638 0129. E-mail:monitoring@disclosure.org.uk
Bear Stearns International Trading Limited is the beneficial owner of 22,627,933
Woolworths Group Plc ordinary shares. 18,632,868 of these shares are held to
hedge Contract for Differences ("CFD") or Equity Swap positions for clients.
A long CFD is a product where the client to whom the product is sold is taking a
long economic interest in the underlying share price such that the client can
realize a gain if the price of the underlying securities rises above the
reference price.
An Equity Swap is a product where an agreement between two counterparties sees
one party receive the return on an asset from the other party and makes a
payment to the other party based on a fixed or floating rate of interest. The
return can be either the price return or the total return (I.E. Including
dividends).
The control of voting rights in relation to the underlying shares used to hedge
the stock are wholly owned by Bear Stearns International Trading Limited.
The CFD contracts are open-ended and there is no rollover into new contracts.
Open Contracts For Difference/Equity Swaps
Product Name Type Dare Executed Maturity Date BSIT Buy/ Underlying Reference CCY
Sell number of Price
shares
Woolworths Group CFD 18/8/2004 20/6/2005 Sell -5124 0.4423 GBP
Plc
Woolworths Group CFD 18/1/2005 20/6/2005 Buy 20000 0.377 GBP
Plc
Woolworths Group CFD 20/1/2005 20/6/2005 Buy 35000 0.3725 GBP
Plc
Woolworths Group CFD 20/1/2005 20/6/2005 Buy 35000 0.375 GBP
Plc
Woolworths Group CFD 20/1/2005 20/6/2005 Buy 40000 0.3725 GBP
Plc
Woolworths Group CFD 20/1/2005 20/6/2005 Buy 80000 0.37062 GBP
Plc
Woolworths Group CFD 20/1/2005 20/6/2005 Buy 88000 0.375 GBP
Plc
Woolworths Group CFD 31/1/2005 20/6/2005 Buy 444500 0.4945 GBP
Plc
Woolworths Group CFD 31/1/2005 20/6/2005 Buy 1000000 0.48535 GBP
Plc
Woolworths Group CFD 31/1/2005 20/6/2005 Buy 2600000 0.49348 GBP
Plc
Woolworths Group CFD 31/1/2005 20/6/2005 Buy 5988648 0.48881 GBP
Plc
Woolworths Group CFD 31/1/2005 20/6/2005 Buy 8449344 0.48773 GBP
Plc
Woolworths Group CFD 31/1/2005 20/6/2005 Sell -135000 0.4925 GBP
Plc
Woolworths Group CFD 31/1/2005 20/6/2005 Sell -7500 0.49 GBP
Plc
18,632,868
This information is provided by RNS
The company news service from the London Stock Exchange
END
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