Form 8 (OPD) Amendment (EADS N.V.)

RNS Number : 3628N
BAE SYSTEMS PLC
27 September 2012
 



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:

BAE Systems 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

N/A

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

     Use a separate form for each party to the offer

EADS N.V.

(d) Is the party to the offer making the disclosure the offeror or the offeree?

OFFEREE

(e) Date position held:

25 September 2012

(f)  Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?

Yes - on 26 September 2012 disclosed in respect of holdings in BAE Systems plc as at 12 September 2012.

 

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:

 

EADS NV Shares

 

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

0


0


(2) Derivatives (other than options):

0


0


(3) Options and agreements to purchase/sell:

0


0


 

     TOTAL:

0


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:

N/A

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

N/A

 

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 in EADS N.V. held by Connected Advisers:

 


Interests

Short positions

Name

Number of EADS N.V. Shares

Percentage of issued ordinary share capital of EADS N.V. (per cent.)

Number of EADS N.V. Shares

Percentage of issued ordinary share capital of EADS N.V. (per cent.)

Fundlogic SAS*

368,254

0.04

-

-

MSDW Equity Finance Services I (Cayman) Ltd*

-

-

11,189

0.00

Morgan Stanley Equity Derivative Services (Luxembourg) S.a.r.l

-

-

345,582

0.04

Goldman, Sachs & Co

43

0.00

5,673

0.00

UBS AG

129,223

0.01

-

-

* Member of the Morgan Stanley group

 

No directors in BAE Systems plc hold an interest in the shares of EADS N.V.

 

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

Supplemental Form 8 (SBL)

NO

 

Date of disclosure:

27 September 2012

Contact name:

David Parkes, Company Secretary

Telephone number:

+44 (0)1252 383857

 

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 dealing disclosure requirements on +44 (0)20 7638 0129.

 

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



SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

 

DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

 

 

1.         KEY INFORMATION

 

Identity of person whose open positions are being disclosed:

UBS AG

Name of offeror/offeree in relation to whose relevant securities the disclosure relates:

EADS N.V.

 

2.         OPTIONS AND DERIVATIVES

 

Class of relevant security

Product description e.g. call option

Written or purchased

Number of securities to which option or derivative relates

Exercise price per unit

Type

e.g. American, European etc.

Expiry date

EUR 1 ordinary

Call warrant

Call warrant

Call warrant

Call warrant

Call warrant

Call warrant

Put warrant

Put warrant

Put warrant

Put warrant

Put warrant

Put warrant

Put warrant

Put warrant

Put warrant

Put warrant

Put warrant

 Put warrant

Put warrant

Options

Options

Options

Purchased

Purchased

Purchased

Purchased

Purchased

Purchased

Purchased

Purchased

Written

Written

Written

Purchased

Written

Written

Written

Purchased

Purchased

Written

Written

Purchased

Written

Purchased

 

2988

434

519

642

762

121000

121000

940

-940

-1950

-1560

1080

-1080

-1280

-1640

1640

1320

-1320

-7600

900

-120000

120000

27.85

26.88

30.53

16.86

28.2

34.2

34.2

21.31

21.31

25.6

25.64

27.58

27.58

31.03

24.55

24.55

30.17

30.17

26.3

31.54

28

28

 

European

European

European

European

European

European

European

European

European

European

European

European

European

European

European

European

European

European

European

European

European

European

03/10/12

15/10/12

12/11/12

23/11/12

29/05/13

21/06/13

21/06/13

29/10/12

29/10/12

05/12/12

05/12/12

17/12/12

17/12/12

07/01/13

18/01/13

18/01/13

28/01/13

28/01/13

18/02/13

03/10/12

21/06/13

21/06/13

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3.         AGREEMENTS TO PURCHASE OR SELL ETC.

 

Full details should be given so that the nature of the interest or position can be fully understood:

 

 

 

 

 

 

It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to contracts for differences ("CFDs") or spread bets.

 

The currency of all prices and other monetary amounts should be stated.

 

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's dealing 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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