Form 8 (OPD) (London Stock Exchange Group plc)

RNS Number : 3899R
London Stock Exchange Group PLC
08 March 2016
 

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) Full name of discloser:

London Stock Exchange Group 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.

N/A

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

     Use a separate form for each offeror/offeree

London Stock Exchange Group plc

(d) Is the discloser the offeror or the offeree?

Offeree

(e) Date position held:

     The latest practicable date prior to the disclosure

3 March 2016

(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"

Yes - Deutsche Boerse AG as offeror

 

 

2.         POSITIONS OF THE PARTY TO THE OFFER 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

 

Class of relevant security:

 

Ordinary shares

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

Nil

0.0

Nil

0.0

(2) Cash-settled derivatives:

 

Nil

0.0

Nil

0.0

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

Nil

0.0

Nil

0.0

 

     TOTAL:

Nil

0.0

Nil

0.0

 

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).

 

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:

N/A

Details, including nature of the rights concerned and relevant percentages:

N/A

 

 

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 (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:

 

a)   Beneficial holdings of directors of London Stock Exchange Group plc in its ordinary shares:

Name

Position

Number of ordinary shares

Percentage holding

Donald Brydon

Chairman

5,000

0.0014%

Paul Heiden

Senior Independent Director

3,818

0.0011%

Raffaele Jerusalmi

Executive Director

52,130

0.0150%

Xavier Rolet

Chief Executive Officer

519,069

0.1490%

David Warren

Chief Financial Officer

24,342

0.0070%

 

 

b)   Options and awards held by directors of London Stock Exchange Group plc in its ordinary shares:

 

Raffaele Jerusalmi

 

Name

Grant Date

Price at Grant

Shares in respect of which options granted

Exercise Date/Period

LTIP (2004)

12-Jun-2013

£13.88

55,530

13-Jun-2016 to 12-Dec-2016

LTIP (2014)

27-Aug-2014

£20.36

58,638

29-Aug-2017 to 28-Feb-2018

LTIP (2014)

2-Apr-2015

£24.47

40,659

3-Apr-2018 to 2-Oct-2018

 

 

Xavier Rolet

 

Name

Grant Date

Price at Grant

Shares in respect of which options granted

Exercise Date/Period

LTIP (2004)

12-Jun-2013

£13.88

165,421

13-Jun-2016 to 12-Dec-2016

LTIP (2014)

27-Aug-2014

£20.36

117,250

29-Aug-2017 to 28-Feb-2018

LTIP (2014)

2-Apr-2015

£24.47

91,949

3-Apr-2018 to 2-Oct-2018

Deferred Bonus Plan

2-Apr-2015

£24.47

22,476

10-Mar-2017 to 9-Sep-2017

SAYE

10-Jan-2014

£11.643291

772

1-Mar-2017 to 31-Aug-2017

SAYE

5-May-2015

£20.42

440

2-Jul-2018 to 31-Dec-2018

1.   Adjusted option price further to the 2014 Rights Issue, further to original grant at £12.64

 

 

David Warren

 

Name

Grant Date

Price at Grant

Shares in respect of which options granted

Exercise Date/Period

LTIP (2004)

12-Jun-2013

£13.88

58,659

13-Jun-2016 to 12-Dec-2016

LTIP (2014)

27-Aug-2014

£20.36

39,989

29-Aug-2017 to 28-Feb-2018

LTIP (2014)

2-Apr-2015

£24.47

52,104

3-Apr-2018 to 2-Oct-2018

Deferred Bonus Plan

2-Apr-2015

£24.47

11,238

10-Mar-2017 to 9-Sep-2018

 

c)   Interests in ordinary shares of London Stock Exchange Group plc employee benefit trust of which Computershare Trustees (Jersey) Limited is the trustee

 

Entity

Number of ordinary shares

Percentage holding

Computershare Trustees (Jersey) Limited

456,957

0.1312%

 

d)   Interests of connected advisors

 

RBC Europe Limited*

 


Interests

Short positions


Number

Percentage holding

Number

Percentage holding

Relevant securities owned/controlled

3,232,047

0.9277%

Nil

0.0%

Cash-settled derivatives

Nil

0.0%

Nil

0.0%

Stock-settled derivatives (including options) and agreements to purchase/sell

Nil

0.0%

Nil

0.0%

Total

3,232,047

0.9277%

Nil

0.0%

 

* RBC Europe Limited is a wholly owned subsidiary of Royal Bank of Canada

 

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).

 

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:

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 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)

NO

Supplemental Form 8 (SBL)

NO

 

 

Date of disclosure:

8 March 2016

Contact name:

Lisa Condron

Telephone number:

+44 (0) 207 797 1000

 

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.

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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