Form 8.3 - CYBG PLC

Form 8.3 - CYBG 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:	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. For a trust, the trustee(s), settlor and beneficiaries must be named.	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	CYBG PLC
(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: For an opening position disclosure, state the latest practicable date prior to the disclosure	Â	15 August 2018
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer? If it is a cash offer or possible cash offer, state “N/A”	Â	YES VIRGIN MONEY HOLDINGS (UK) PLC

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:	Â	Â	Â	10p ordinary	Â	Â	Â	Â	Â	Â
				Interests		Â		Short Positions		Â
Â		Â		Number		(%)		Number		(%)
(1)		Relevant securities owned
		and/or controlled:		1,039,041		0.12%		10,128,337		1.14%
Â		Â		Â		Â		Â		Â
(2)		Cash-settled derivatives:
				8,616,598		0.97%		157,525		0.02%
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:		9,655,639		1.09%		10,285,862		1.16%

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 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	Â	Purchase/sale	Â	Number of	Â	Price per unit	Â
security		Â		securities		Â
10p ordinary		Purchase		928		3.4540 GBP
10p ordinary		Purchase		1,056		3.4340 GBP
10p ordinary		Purchase		1,150		3.4717 GBP
10p ordinary		Purchase		1,923		3.4321 GBP
10p ordinary		Purchase		3,616		3.4445 GBP
10p ordinary		Purchase		4,857		3.4319 GBP
10p ordinary		Purchase		6,115		3.4422 GBP
10p ordinary		Purchase		7,911		3.4500 GBP
10p ordinary		Purchase		18,801		3.4498 GBP
10p ordinary		Purchase		36,568		3.4440 GBP
10p ordinary		Purchase		129,725		3.4456 GBP
10p ordinary		Sale		1		3.4280 GBP
10p ordinary		Sale		84		3.4800 GBP
10p ordinary		Sale		86		3.4540 GBP
10p ordinary		Sale		200		3.4900 GBP
10p ordinary		Sale		1,150		3.4717 GBP
10p ordinary		Sale		1,662		3.4821 GBP
10p ordinary		Sale		2,824		3.4719 GBP
10p ordinary		Sale		5,242		3.4319 GBP
10p ordinary		Sale		10,650		3.4464 GBP
10p ordinary		Sale		11,467		3.4416 GBP
10p ordinary		Sale		12,182		3.4401 GBP
10p ordinary		Sale		18,969		3.4502 GBP
10p ordinary		Sale		32,878		3.4532 GBP
10p ordinary		Sale		34,934		3.4681 GBP
CDI		Purchase		55,267		6.1601 AUD
CDI		Sale		16,233		6.1593 AUD
									Â
(b)		Cash-settled derivative transactions		Â		Â		Â
Class of		Product		Nature of dealing		Number of		Price per
relevant		description				reference		unit
security		Â		Â		securities		Â
10p ordinary		SWAP		Long		338		3.4718 GBP
10p ordinary		SWAP		Long		1,335		3.4913 GBP
10p ordinary		CFD		Long		4,697		3.4815 GBP
10p ordinary		CFD		Long		5,152		3.4496 GBP
10p ordinary		SWAP		Long		8,924		3.4545 GBP
10p ordinary		SWAP		Long		16,989		3.4768 GBP
10p ordinary		SWAP		Long		22,565		3.4424 GBP
10p ordinary		SWAP		Short		235		3.4556 GBP
10p ordinary		SWAP		Short		1,843		3.4342 GBP
10p ordinary		CFD		Short		1,923		3.4321 GBP
10p ordinary		SWAP		Short		3,689		3.4865 GBP
10p ordinary		CFD		Short		4,857		3.4319 GBP
10p ordinary		SWAP		Short		6,134		3.4605 GBP
10p ordinary		SWAP		Short		6,936		3.4406 GBP
10p ordinary		CFD		Short		24,476		3.4329 GBP
10p ordinary		SWAP		Short		89,222		3.4437 GBP
CDI		SWAP		Long		16,233		6.1593 AUD
CDI		SWAP		Short		55,267		6.1601 AUD

(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 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?

Â

NO

Date of disclosure:	Â	16 August 2018
Contact name:		Large Holdings Regulatory Operations
Telephone number:		020 3134 7213

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.

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