Form 8.5 (EPT/NON-RI) - AVIVA PLC

Form 8.5 (EPT/NON-RI) - AVIVA PLC

BARCLAYS PLC

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)	Â	Name of exempt principal trader:	Â	BARCLAYS CAPITAL SECURITIES LTD
(b)		Name of offeror/offeree in relation to whose		AVIVA PLC
Â		relevant securities this form relates:		Â
(c)		Name of the party to the offer with which exempt		FRIENDS LIFE GROUP LIMITED
Â		principal trader is connected		Â
(d)		Date position held/dealing undertaken:		2 April 2015
(e)		In addition to the company in 1(b) above, is the exempt principal		YES:
Â		trader making disclosures in respect of any other party to the offer?		FRIENDS LIFE GROUP LIMITED

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:			Â	ORD
	Â			Interests			Â	Short Positions
Â		Â		Number	Â	(%)		Number	Â	(%)
(1)		Relevant securities owned
		and/or controlled:		17,657,536		0.60%		5,070,494		0.17%
Â		Â		Â		Â		Â		Â
(2)		Cash-settled derivatives:
				3,248,601		0.11%		14,707,026		0.50%
Â		Â		Â		Â		Â		Â
(3)		Stock-settled derivatives (including options)
		and agreements to purchase/sell:		0		0.00%		0		0.00%
Â		Â		Â		Â		Â		Â
(4)
		TOTAL:		20,906,137		0.71%		19,777,520		0.67%

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:	Â
Details, including nature of the rights concerned and relevant percentages:	Â

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	Â	Purchase/sale	Â	Total number of	Â	Highest price per unit	Â	Lowest price per unit
security		Â		securities		paid/received		paid/received
ORD		Purchase		818,240		5.5256 GBP		5.465 GBP
ORD		Sale		1,693,855		5.5300 GBP		5.4651 GBP
ADR		Purchase		2,363		16.4273 USD		16.4273 USD
ADR		Sale		2,363		16.4273 USD		16.4273 USD

(b) Cash-settled derivative transactions

Class of	Â	Product	Â	Nature of dealing	Â	Number of	Â	Price per
relevant		description				reference		unit
security		Â		Â		securities		Â
ORD		SWAP		Long		601		5.5116 GBP
ORD		CFD		Long		3,193		5.5142 GBP
ORD		SWAP		Long		5,564		5.5159 GBP
ORD		CFD		Long		25,867		5.5118 GBP
ORD		CFD		Long		28,326		5.5185 GBP
ORD		SWAP		Long		28,326		5.5185 GBP
ORD		SWAP		Long		32,478		5.5135 GBP
ORD		SWAP		Long		51,800		5.5293 GBP
ORD		SWAP		Long		60,828		5.5005 GBP
ORD		SWAP		Long		74,000		5.5154 GBP
ORD		CFD		Long		96,846		5.5139 GBP
ORD		CFD		Long		192,933		5.5026 GBP
ORD		CFD		Long		244,753		5.5299 GBP
ORD		CFD		Long		428,362		5.5053 GBP
ORD		CFD		Short		360		5.5103 GBP
ORD		CFD		Short		392		5.5089 GBP
ORD		SWAP		Short		600		5.4984 GBP
ORD		SWAP		Short		900		5.4983 GBP
ORD		CFD		Short		1,582		5.5086 GBP
ORD		SWAP		Short		4,550		5.5052 GBP
ORD		SWAP		Short		6,596		5.5047 GBP
ORD		CFD		Short		38,351		5.5126 GBP
ORD		CFD		Short		41,149		5.5208 GBP
ORD		CFD		Short		57,983		5.4650 GBP
ORD		CFD		Short		123,996		5.5193 GBP
ORD		CFD		Short		325,906		5.5038 GBP

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

(i) Writing, selling, purchasing or varying

Class of relevant security

Â

Product description e.g. call option

Â

Writing, purchasing, selling, varying etc.

Â

Number of securities to which option relates

Â

Exercise price per unit

Â

Type e.g. American, European etc.

Â

Expiry date

Â

Option money paid/ received per unit

(ii) Exercise

Class of relevant security

Â

Product description e.g. call option

Â

Exercising/ exercised against

Â

Number of securities

Â

Exercise price per unit

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

Class of relevant security

Â

Nature of dealing e.g. subscription, conversion

Â

Details

Â

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”

(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”

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached?	Â	NO
Date of disclosure:		7 Apr 2015
Contact name:		Jay Supaya
Telephone number:		0207 773 0635

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 [e-mail]. The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on [phone].

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.