Form 8.5 (EPT/NON-RI) - TUI AG

LONDON--()--

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) Name of exempt principal trader:  

BARCLAYS CAPITAL SECURITIES LTD

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

Use a separate form for each offeror/offeree

 

TUI AG

(c) Name of the party to the offer with which exempt principal trader is connected:  

TUI TRAVEL PLC

(d) Date position held/dealing undertaken:  

23 July 2014

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

YES:

TUI TRAVEL PLC

2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER

(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:       ORD            
Interests   Short Positions  
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 735,340 0.26% 525,423 0.19%
           
(2) Derivatives (other than
options): 521,905 0.19% 644,892 0.23%
           
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
           
(4) TOTAL:
1,257,245 0.45% 1,170,315 0.42%
           
Class of relevant security:   Convertible Bond DE000TUAG158      
Interests   Short Positions  
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 2,868 0.00% 0 0.00%
           
(2) Derivatives (other than
options): 0 0.00% 0 0.00%
           
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
           
(4) TOTAL:
2,868 0.00% 0 0.00%
           
Class of relevant security:   Convertible Bond DE000TUAG117      
Interests   Short Positions  
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 214 0.00% 0 0.00%
           
(2) Derivatives (other than
options): 0 0.00% 0 0.00%
           
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
           
(4) TOTAL:
214 0.00% 0 0.00%

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).

(b) Rights to subscribe for new securities (including directors’ and other executive options)

Class of relevant security in relation to which subscription right exists:  
Details, including nature of the rights concerned and relevant percentages:  

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.

3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER

(a) Purchases and sales

Class of relevant   Purchase/sale   Number of   Price per unit  
security   securities  
ORD Purchase 305 10.9000 EUR
ORD Purchase 2,803 10.9765 EUR
ORD Purchase 3,304 10.9762 EUR
ORD Purchase 4,105 11.1650 EUR
ORD Purchase 5,006 10.9682 EUR
ORD Purchase 5,482 10.9740 EUR
ORD Purchase 6,819 11.0021 EUR
ORD Purchase 7,533 11.1334 EUR
ORD Purchase 18,919 10.9756 EUR
ORD Purchase 30,000 10.9233 EUR
ORD Sale 200 11.1650 EUR
ORD Sale 209 10.9300 EUR
ORD Sale 305 10.9000 EUR
ORD Sale 4,250 11.0520 EUR
ORD Sale 4,889 10.9153 EUR
ORD Sale 5,556 10.9235 EUR
ORD Sale 8,540 10.9315 EUR
ORD Sale 10,501 10.9206 EUR
 
(b) Derivatives transactions (other than options)      
Class of Product Nature of dealing Number of Price per
relevant description reference unit
security     securities  
ORD SWAP Long 200 11.1650 EUR
ORD SWAP Short 1,666 10.9692 EUR
ORD SWAP Short 3,340 10.9693 EUR
ORD SWAP Short 4,105 11.1650 EUR
ORD CFD Short 6,819 11.0021 EUR
ORD CFD Short 7,533 11.1334 EUR
ORD SWAP Short 26,500 10.9640 EUR

(c) Options transactions in respect of existing securities

(i) Writing, selling, purchasing or varying

Class of relevant security   Product description e.g. call option   Writing, purchasing, selling, varying etc.   Number of securities to which option relates   Exercise price per unit   Type

e.g. American, European etc.

  Expiry date   Option money paid/ received per unit

(ii) Exercising

Class of relevant security   Product description

e.g. call option

  Number of securities   Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security   Nature of dealing

e.g. subscription, conversion

  Details   Price per unit (if applicable)

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

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.

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:

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?   NO
Date of disclosure:  

24 July 2014

Contact name:

Rajesh Muthanna

Telephone number:

020 3555 4634

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.

Short Name: BARCLAYS PLC
Category Code: FEO
Sequence Number: 426110
Time of Receipt (offset from UTC): 20140724T102650+0100

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BARCLAYS PLC

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BARCLAYS PLC