Rules 8.1 and 8.2 of the Takeover Code

RNS Number : 5319O

Balfour Beatty PLC

07 August 2014

 



FORM 8 (OPD)

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

1.         KEY INFORMATION

(a) Identity of the party to the offer making the disclosure:	Balfour Beatty 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
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:      Use a separate form for each party to the offer	Balfour Beatty plc
(d) Is the party to the offer making the disclosure the offeror or the offeree?	OFFEREE
(e) Date position held:	6 AUGUST 2014
(f)  Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?	YES If YES, specify which: Carillion plc

2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates

Class of relevant security:	ORDINARY SHARES OF 50 PENCE EACH
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	Nil	0	Nil	0
(2) Derivatives (other than options):	Nil	0	Nil	0
(3) Options and agreements to purchase/sell:	Nil	0	Nil	0
TOTAL:	Nil	0	Nil	0

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).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

(b)        Rights to subscribe for new securities

Class of relevant security in relation to which subscription right exists:	None
Details, including nature of the rights concerned and relevant percentages:	None

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.

(c)        Irrevocable commitments and letters of intent

Details of any irrevocable commitments or letters of intent procured by the party to the offer making the disclosure or any person acting in concert with it (see Note 3 on Rule 2.11 of the Code):

None

3.         POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE

Details of any interests, short positions and rights to subscribe of any person acting in concert with the party to the offer making the disclosure:

Interests of Directors (together with close relatives and related trusts)

(i)        Ordinary shares of 50 pence each held by Directors of Balfour Beatty plc

Class of relevant security:	ORDINARY SHARES OF 50 PENCE EACH
Holder	Number of Balfour Beatty plc shares	Percentage of existing Balfour Beatty plc issued shares
Robert Amen	10,139	0.001%
Iain Ferguson	55,000	0.008%
Maureen Kempson Darkes	7,000	0.001%
Duncan Magrath	143,966	0.021%
Steve Marshall	17,142	0.002%
Belinda Richards	Nil	0%
Graham Roberts	15,000	0.002%
Bill Thomas	9,128	0.001%
Peter Zinkin	315,301	0.046%
TOTAL:	572,676	0.082%

(ii)       Cumulative convertible redeemable preference shares of one pence each held by Directors of Balfour Beatty plc

Class of relevant security:	CUMULATIVE CONVERTIBLE REDEEMABLE PREFERENCE SHARES OF 1 PENCE EACH
Holder	Number of Balfour Beatty plc shares	Percentage of existing Balfour Beatty plc issued shares
Peter Zinkin	325	0%
TOTAL:	325	0%

Interests of connected advisors 

Class of relevant security:	ORDINARY SHARES OF 50 PENCE EACH
Holder	Number of Balfour Beatty plc shares	Percentage of existing Balfour Beatty plc issued shares
New Bridge Street	1	0%
TOTAL:	1	0%

Directors' rights to subscribe to Balfour Beatty plc ordinary shares

(i)        Performance Share Plan

Class of relevant security:	ORDINARY SHARES OF 50 PENCE EACH
Holder	Number of Balfour Beatty plc shares	Vesting date
Duncan Magrath	219,076 80,155 255,818 211,162	16 April 2015 31 December 2014 16 April 2016 31 March 2017
Peter Zinkin	232,600 266,653 220,105	16 April 2015 16 April 2016 31 March 2017

(ii)       Deferred Bonus Plan

Class of relevant security:	ORDINARY SHARES OF 50 PENCE EACH
Holder	Number of Balfour Beatty plc shares	Vesting date
Duncan Magrath	63,668 47,430 36,512	30 March 2015 31 March 2016 31 March 2017
Peter Zinkin	67,598 49,440 38,058	30 March 2015 31 March 2016 31 March 2017

(iii)      Savings-Related Share Option Scheme

Class of relevant security:	ORDINARY SHARES OF 50 PENCE EACH
Holder	Number of Balfour Beatty plc shares	Exercisable from
Duncan Magrath	628 1,291	1 July 2014 1 July 2015

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 3 for each additional class of relevant security.

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).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

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 party to the offer making the disclosure or any person acting in concert with it: 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 party to the offer making the disclosure, or any person acting in concert with it, 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

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)	YES/NO
Supplemental Form 8 (SBL)	YES/NO

Date of disclosure:	7 August 2014
Contact name:	Mark Peters (Head of Secretariat)
Telephone number:	[phone]

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].

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

 

END

 

 

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