Form 8.3 - J SAINSBURY PLC

Form 8.3 - J SAINSBURY PLC

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)   Full name of discloser:   Barclays PLC.
     
(b) Owner or controller of interest and short
  positions disclosed, if different from 1(a):  
(c) Name of offeror/offeree in relation to whose J SAINSBURY PLC
  relevant securities this form relates:  
(d) If an exempt fund manager connected with an
offeror/offeree, state this and specify identity of
  offeror/offeree:  
(e) Date position held/dealing undertaken: 15 April 2016
(f) In addition to the company in 1(c) above, is the discloser making YES:
  disclosures in respect of any other party to the offer? HOME RETAIL GROUP

2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE

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.

(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:       ORD            
Interests Short Positions
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 10,350,007 0.54% 8,989,498 0.47%
           
(2) Cash-settled derivatives:
6,900,069 0.36% 208,569 0.01%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 1,000,000 0.05% 0 0.00%
           
 
TOTAL: 18,250,076 0.95% 9,198,067 0.48%
 
Class of relevant security:   Convertible Bond XS1268412993      
Interests Short Positions
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 900,000 0.05% 0 0.00%
           
(2) Cash-settled derivatives:
0 0.00% 0 0.00%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
 
TOTAL: 900,000 0.05% 0 0.00%
 
Class of relevant security:   Convertible Bond XS1139087933      
Interests Short Positions
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 5,000,000 0.26% 0 0.00%
           
(2) Cash-settled derivatives:
0 0.00% 0 0.00%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
 
TOTAL: 5,000,000 0.26% 0 0.00%

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 PERSON MAKING THE DISCLOSURE

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.

The currency of all prices and other monetary amounts should be stated.

(a) Purchases and sales

Class of relevant   Purchase/sale   Number of   Price per unit
security   securities  
ADR Purchase 86 16.0600 USD
ORD Purchase 323 2.8580 GBP
ORD Purchase 755 2.8560 GBP
ORD Purchase 838 2.8620 GBP
ORD Purchase 905 2.8530 GBP
ORD Purchase 924 2.8410 GBP
ORD Purchase 1,253 2.8508 GBP
ORD Purchase 1,336 2.8395 GBP
ORD Purchase 1,603 2.8400 GBP
ORD Purchase 1,775 2.8450 GBP
ORD Purchase 1,984 2.8510 GBP
ADR Purchase 2,000 16.1300 USD
ORD Purchase 2,900 2.8430 GBP
ORD Purchase 4,007 2.8405 GBP
ORD Purchase 6,981 2.8468 GBP
ORD Purchase 7,899 2.8420 GBP
ORD Purchase 10,034 2.8509 GBP
ORD Purchase 29,369 2.8477 GBP
ORD Purchase 48,663 2.8485 GBP
ORD Purchase 72,419 2.8490 GBP
ORD Purchase 87,159 2.8483 GBP
ORD Purchase 143,266 2.8484 GBP
ADR Sale 86 16.0600 USD
ORD Sale 91 2.8576 GBP
ORD Sale 323 2.8580 GBP
ORD Sale 755 2.8560 GBP
ORD Sale 924 2.8410 GBP
ORD Sale 1,336 2.8395 GBP
ORD Sale 1,603 2.8400 GBP
ORD Sale 1,745 2.8530 GBP
ORD Sale 1,775 2.8450 GBP
ORD Sale 1,810 2.8406 GBP
ORD Sale 1,838 2.8620 GBP
ADR Sale 2,000 16.1300 USD
ORD Sale 2,337 2.8540 GBP
ORD Sale 3,237 2.8510 GBP
ORD Sale 4,736 2.8409 GBP
ORD Sale 4,963 2.8509 GBP
ORD Sale 5,880 2.8405 GBP
ORD Sale 7,813 2.8497 GBP
ORD Sale 10,900 2.8575 GBP
ORD Sale 13,264 2.8526 GBP
ORD Sale 24,419 2.8490 GBP
ORD Sale 56,380 2.8492 GBP

(b) Cash-settled derivative transactions

Class of   Product   Nature of dealing   Number of   Price per
relevant description reference unit
security     securities  
ORD CFD Long 172 2.8447 GBP
ORD SWAP Long 3,429 2.8565 GBP
ORD SWAP Long 6,200 2.8526 GBP
ORD CFD Long 8,577 2.8519 GBP
ORD SWAP Long 9,540 2.8573 GBP
ORD CFD Long 10,316 2.8483 GBP
ORD SWAP Short 2,900 2.8432 GBP
ORD SWAP Short 6,075 2.8484 GBP
ORD CFD Short 6,981 2.8468 GBP
ORD SWAP Short 27,487 2.8486 GBP
ORD CFD Short 29,189 2.8473 GBP
ORD SWAP Short 29,189 2.8473 GBP
ORD SWAP Short 80,266 2.8476 GBP
ORD SWAP Short 165,440 2.8488 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 person 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 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?   YES
Date of disclosure: 18 Apr 2016
Contact name: Pinar Coktas
Telephone number: 020 7116 1165

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 monitoring@disclosure.org.uk. 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.

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the “Code”)

1. KEY INFORMATION

Identity of the person whose positions/dealings   Barclays PLC.
are being disclosed:  
Name of offeror/offeree in relation to whose J SAINSBURY PLC
relevant securities this from relates:  

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class   Product   Writing,   Number   Exercise   Type   Expiry
of description purchasing, of price date
relevant selling, securities per unit
security varying etc to which
option
      relates      
ORD Put Options Written 1,000,000 260.0000 American 15 Dec 2017

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 cash-settled derivatives.

The currency of all prices and other monetary amounts should be stated.

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.

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