Form 8.5 (EPT/NON-RI) JOHN WOOD GROUP PLC

Form 8.5 (EPT/NON-RI) JOHN WOOD GROUP 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		JOHN WOOD GROUP PLC
Â		relevant securities this form relates:		Â
(c)		Name of the party to the offer with which exempt		AMEC FOSTER WHEELER PLC
Â		principal trader is connected		Â
(d)		Date position held/dealing undertaken:		14 August 2017
(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?		AMEC FOSTER WHEELER 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	Â	Â	4 2/7p ordinary	Â	Â	Â	Â	Â	Â
				Interests		Â		Short Positions		Â
Â		Â		Number		(%)		Number		(%)
(1)		Relevant securities owned
		and/or controlled:		3,917,398		1.02%		3,796,569		0.99%
Â		Â		Â		Â		Â		Â
(2)		Cash-settled derivatives:
				940,984		0.25%		900,599		0.24%
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:		4,858,382		1.27%		4,697,168		1.23%

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
4 2/7p ordinary		Purchase		256,038		6.0650 GBP		5.96 GBP
4 2/7p ordinary		Sale		352,563		6.0912 GBP		5.96 GBP

(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
4 2/7p ordinary		SWAP		Long		35		6.0351 GBP
4 2/7p ordinary		CFD		Long		79		6.0096 GBP
4 2/7p ordinary		CFD		Long		232		6.0241 GBP
4 2/7p ordinary		SWAP		Long		300		6.0700 GBP
4 2/7p ordinary		CFD		Long		2,142		6.0093 GBP
4 2/7p ordinary		SWAP		Long		2,602		6.0132 GBP
4 2/7p ordinary		SWAP		Long		3,131		6.0878 GBP
4 2/7p ordinary		SWAP		Long		3,371		6.0098 GBP
4 2/7p ordinary		SWAP		Long		12,467		6.0559 GBP
4 2/7p ordinary		CFD		Long		14,670		6.0077 GBP
4 2/7p ordinary		CFD		Long		46,935		6.0748 GBP
4 2/7p ordinary		CFD		Long		191,599		6.0100 GBP
4 2/7p ordinary		CFD		Short		127		6.0353 GBP
4 2/7p ordinary		SWAP		Short		270		6.0050 GBP
4 2/7p ordinary		CFD		Short		278		5.9953 GBP
4 2/7p ordinary		CFD		Short		283		5.9553 GBP
4 2/7p ordinary		CFD		Short		309		5.9753 GBP
4 2/7p ordinary		CFD		Short		562		6.0953 GBP
4 2/7p ordinary		CFD		Short		908		5.9303 GBP
4 2/7p ordinary		CFD		Short		1,153		5.9601 GBP
4 2/7p ordinary		CFD		Short		1,229		6.0403 GBP
4 2/7p ordinary		CFD		Short		2,603		5.9255 GBP
4 2/7p ordinary		SWAP		Short		2,809		6.0555 GBP
4 2/7p ordinary		SWAP		Short		2,982		6.0160 GBP
4 2/7p ordinary		CFD		Short		5,781		5.9307 GBP
4 2/7p ordinary		CFD		Short		7,886		6.0103 GBP
4 2/7p ordinary		SWAP		Short		7,886		6.0103 GBP
4 2/7p ordinary		CFD		Short		10,603		6.0459 GBP
4 2/7p ordinary		CFD		Short		10,868		5.9980 GBP
4 2/7p ordinary		SWAP		Short		14,334		6.0134 GBP
4 2/7p ordinary		SWAP		Short		14,940		6.0087 GBP
4 2/7p ordinary		CFD		Short		15,609		5.9795 GBP
4 2/7p ordinary		CFD		Short		20,356		5.9846 GBP
4 2/7p ordinary		SWAP		Short		21,337		6.0157 GBP
4 2/7p ordinary		SWAP		Short		24,152		6.0106 GBP
4 2/7p ordinary		SWAP		Short		24,588		6.0358 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:		15 Aug 2017
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/20170815005512/en/