Form 8.3 - COLFAX CORPORATION

Form 8.3 - COLFAX CORPORATION

BARCLAYS PLC

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:	Â	BARCLAYS PLC
(b) Owner or controller of interests and short positions disclosed, if different from 1(a): The naming of nominee or vehicle companies is insufficient	Â	Â
(c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree	Â	COLFAX CORPORATION
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:	Â	Â
(e) Date position held/dealing undertaken:	Â	23 November 2011
(f) Has the discloser previously disclosed, or are they today disclosing, under the Code in respect of any other party to this offer?	Â	YES: CHARTER INTERNATIONAL PLC Â

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:	Â	Â	Â	ORD	Â	Â	Â	Â	Â	Â
				Interests		Â		Short Positions		Â
Â		Â		Number		(%)		Number		(%)
(1)		Relevant securities owned
		and/or controlled:		200,724		0.46%		512,267		1.17%
Â		Â		Â		Â		Â		Â
(2)		Derivatives (other than
		options):		308,047		0.71%		0		0.00%
Â		Â		Â		Â		Â		Â
(3)		Options and agreements to
		purchase/sell:		133,333		0.31%		133,333		0.31%
Â		Â		Â		Â		Â		Â
(4)		TOTAL:
				642,104		1.47%		645,600		1.48%

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

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	Â	Purchase/sale	Â	Number of	Â	Price per unit
security		Â		securities		Â
ORD		Purchase		48		28.6300 USD
ORD		Purchase		100		28.3370 USD
ORD		Purchase		100		28.5200 USD
ORD		Purchase		100		28.7600 USD
ORD		Purchase		200		28.1200 USD
ORD		Purchase		200		28.1600 USD
ORD		Purchase		200		28.4050 USD
ORD		Purchase		300		28.1000 USD
ORD		Purchase		300		28.1283 USD
ORD		Purchase		300		28.4600 USD
ORD		Purchase		400		28.1587 USD
ORD		Purchase		400		28.3325 USD
ORD		Purchase		400		28.4750 USD
ORD		Purchase		600		28.1466 USD
ORD		Purchase		700		28.2128 USD
ORD		Purchase		1,539		28.0900 USD
ORD		Purchase		1,945		28.3488 USD
ORD		Purchase		2,000		28.1190 USD
ORD		Purchase		2,246		28.2325 USD
ORD		Purchase		2,487		28.1381 USD
ORD		Purchase		4,500		28.1539 USD
ORD		Purchase		7,700		28.3212 USD
ORD		Purchase		14,502		28.1499 USD
ORD		Sale		48		28.6300 USD
ORD		Sale		100		28.0500 USD
ORD		Sale		100		28.2900 USD
ORD		Sale		100		28.3370 USD
ORD		Sale		100		28.5200 USD
ORD		Sale		100		28.7600 USD
ORD		Sale		100		28.8700 USD
ORD		Sale		135		28.4000 USD
ORD		Sale		200		28.1050 USD
ORD		Sale		200		28.1200 USD
ORD		Sale		200		28.1600 USD
ORD		Sale		200		28.2035 USD
ORD		Sale		200		28.2050 USD
ORD		Sale		200		28.2750 USD
ORD		Sale		200		28.4050 USD
ORD		Sale		243		28.1962 USD
ORD		Sale		246		28.0900 USD
ORD		Sale		300		28.2300 USD
ORD		Sale		300		28.4600 USD
ORD		Sale		300		28.5300 USD
ORD		Sale		400		28.1000 USD
ORD		Sale		400		28.1587 USD
ORD		Sale		400		28.3225 USD
ORD		Sale		400		28.4750 USD
ORD		Sale		627		28.2868 USD
ORD		Sale		700		28.1542 USD
ORD		Sale		900		28.1405 USD
ORD		Sale		1,000		28.0865 USD
ORD		Sale		1,000		28.3780 USD
ORD		Sale		1,291		28.1965 USD
ORD		Sale		1,337		28.1990 USD
ORD		Sale		1,666		28.0713 USD
ORD		Sale		2,400		28.1758 USD
ORD		Sale		2,500		28.4064 USD
ORD		Sale		2,673		28.2251 USD
ORD		Sale		7,700		28.3212 USD
ORD		Sale		8,778		28.2041 USD
ORD		Sale		12,925		28.1678 USD

(b) Derivatives transactions (other than options)

Class of relevant security

Â

Product description e.g. CFD

Â

Nature of dealing e.g. opening/closing a long/short position, increasing/reducing a long/short position

Â

Number of reference securities

Â

Price per unit

(c) Options transactions in respect of existing securities

(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) Exercising

Class of relevant security

Â

Product description e.g. call option

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)

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”

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”

NONE

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached?

Â

YES

Date of disclosure:	Â	24 Nov 2011
Contact name:	Â	Geoff Smith
Telephone number:	Â	020 7116 2913

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 dealing disclosure requirements on [phone].

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:	Â	Barclays PLC.
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:		COLFAX CORPORATION

2. OPTIONS AND DERIVATIVES

Class

Â

Product

Â

Writing,

Â

Number

Â

Exercise

Â

Type

Â

Expiry

of

description

purchasing,

of

price

date

relevant

selling,

securities

per unit

security

varying etc

to which

option

Â

Â

Â

relates

Â

Â

Â

ORD

Put Options

Written

-133,333

12.6300

European

6 Jan 2012

ORD

Call Options

Purchased

133,333

15.7900

European

6 Jan 2012

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