Form 8.5 (EPT/NON-RI) - TESCO PLC - AMENDMENT

Form 8.5 (EPT/NON-RI) - TESCO PLC - AMENDMENT

BARCLAYS PLC

FORM 8.5 (EPT/NON-RI)

AMENDMENT TO PURCHASE

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		TESCO PLC
Â		relevant securities this form relates:		Â
(c)		Name of the party to the offer with which exempt		TESCO PLC
Â		principal trader is connected		Â
(d)		Date position held/dealing undertaken:		17 January 2018
(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?		BOOKER GROUP PLC

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	5p ordinary
	Â			Interests			Â	Short Positions
Â		Â		Number	Â	(%)		Number	Â	(%)
(1)		Relevant securities owned
		and/or controlled:		38,651,491		0.47%		49,560,743		0.61%
Â		Â		Â		Â		Â		Â
(2)		Cash-settled derivatives:
				19,497,784		0.24%		14,144,440		0.17%
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
											Â
		TOTAL:		58,149,275		0.71%		63,705,183		0.78%

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
5p ordinary		Purchase		2,459,625		2.1285 GBP		2.116 GBP
5p ordinary		Sale		2,142,195		2.1280 GBP		2.116 GBP
ADR		Purchase		69,508		8.7580 USD		8.7449 USD
ADR		Sale		69,508		8.7580 USD		8.7449 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
5p ordinary		SWAP		Long		455		2.1230 GBP
5p ordinary		SWAP		Long		2,409		2.1240 GBP
5p ordinary		SWAP		Long		4,225		2.1208 GBP
5p ordinary		SWAP		Long		7,600		2.1209 GBP
5p ordinary		CFD		Long		10,745		2.1280 GBP
5p ordinary		CFD		Long		93,795		2.1206 GBP
5p ordinary		CFD		Long		103,910		2.1266 GBP
5p ordinary		SWAP		Long		134,813		2.1215 GBP
5p ordinary		SWAP		Long		136,211		2.1257 GBP
5p ordinary		SWAP		Long		226,450		2.1200 GBP
5p ordinary		CFD		Long		373,397		2.1233 GBP
5p ordinary		CFD		Long		701,631		2.1220 GBP
5p ordinary		CFD		Short		207		2.1170 GBP
5p ordinary		SWAP		Short		300		2.1202 GBP
5p ordinary		CFD		Short		550		2.1165 GBP
5p ordinary		CFD		Short		2,968		2.1204 GBP
5p ordinary		CFD		Short		4,630		2.1217 GBP
5p ordinary		SWAP		Short		4,630		2.1217 GBP
5p ordinary		SWAP		Short		4,759		2.1200 GBP
5p ordinary		SWAP		Short		6,128		2.1203 GBP
5p ordinary		CFD		Short		7,174		2.1219 GBP
5p ordinary		SWAP		Short		10,941		2.1196 GBP
5p ordinary		CFD		Short		32,097		2.1254 GBP
5p ordinary		SWAP		Short		35,591		2.1188 GBP
5p ordinary		SWAP		Short		50,189		2.1198 GBP
5p ordinary		CFD		Short		90,761		2.1231 GBP
5p ordinary		CFD		Short		133,371		2.1210 GBP
5p ordinary		SWAP		Short		235,402		2.1223 GBP
5p ordinary		CFD		Short		265,470		2.1201 GBP
5p ordinary		SWAP		Short		317,270		2.1192 GBP
5p ordinary		CFD		Short		255,696		2.1243 GBP
5p ordinary		SWAP		Short		708,753		2.1232 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”

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?	Â	NO
Date of disclosure:		25 Jan 2018
Contact name:		Jay Supaya
Telephone number:		020 7773 0635

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 [phone].

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/20180125005582/en/