Form 8.3 - BG GROUP PLC

LONDON--()--

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a)   Full name of discloser:   Barclays PLC.
     
(b) Owner or controller of interest and short
  positions disclosed, if different from 1(a):  
(c) Name of offeror/offeree in relation to whose BG GROUP PLC
  relevant securities this form relates:  
(d) If an exempt fund manager connected with an
offeror/offeree, state this and specify identity of
  offeror/offeree:  
(e) Date position held/dealing undertaken: 17 August 2015
(f) In addition to the company in 1(c) above, is the discloser making YES:
  disclosures in respect of any other party to the offer? ROYAL DUTCH SHELL PLC

2. POSITIONS OF THE PERSON 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 following the dealing (if any)

Class of relevant security:   ORD
  Interests   Short Positions
    Number   (%) Number   (%)
(1) Relevant securities owned
and/or controlled: 26,531,789 0.78% 15,108,564 0.44%
           
(2) Cash-settled derivatives:
6,837,045 0.20% 12,003,651 0.35%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 1,000,000 0.03%
           
(4)
TOTAL: 33,367,748 0.98% 28,112,215 0.82%

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

3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), 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   Purchase/sale   Number of   Price per unit
security   securities  
ORD Purchase 172 10.7075 GBP
ORD Purchase 496 10.6725 GBP
ORD Purchase 625 10.7675 GBP
ORD Purchase 661 10.7375 GBP
ORD Purchase 661 10.7625 GBP
ORD Purchase 674 10.7150 GBP
ORD Purchase 740 10.7750 GBP
ORD Purchase 833 10.7313 GBP
ADR Purchase 1,400 16.8400 USD
ORD Purchase 1,762 10.7311 GBP
ORD Purchase 2,415 10.7661 GBP
ORD Purchase 2,617 10.7700 GBP
ORD Purchase 3,943 10.7426 GBP
ORD Purchase 4,717 10.7196 GBP
ORD Purchase 5,558 10.7400 GBP
ORD Purchase 6,215 10.7543 GBP
ORD Purchase 6,379 10.7300 GBP
ORD Purchase 8,251 10.7187 GBP
ADR Purchase 8,600 16.8827 USD
ORD Purchase 15,191 10.7455 GBP
ORD Purchase 30,739 10.7421 GBP
ORD Purchase 102,000 10.7800 GBP
ORD Purchase 127,244 10.7376 GBP
ORD Sale 47 10.7481 GBP
ORD Sale 172 10.7075 GBP
ORD Sale 308 10.7050 GBP
ORD Sale 420 10.7000 GBP
ORD Sale 496 10.6725 GBP
ORD Sale 625 10.7675 GBP
ORD Sale 661 10.7375 GBP
ORD Sale 661 10.7625 GBP
ORD Sale 674 10.7150 GBP
ORD Sale 770 10.7750 GBP
ORD Sale 819 10.7693 GBP
ADR Sale 1,400 16.8400 USD
ORD Sale 1,520 10.6800 GBP
ORD Sale 1,744 10.7600 GBP
ORD Sale 1,782 10.7392 GBP
ORD Sale 1,914 10.7474 GBP
ORD Sale 1,964 10.7391 GBP
ORD Sale 2,779 10.7400 GBP
ORD Sale 2,890 10.7431 GBP
ORD Sale 3,900 10.7300 GBP
ORD Sale 3,995 10.7118 GBP
ORD Sale 6,364 10.6979 GBP
ADR Sale 8,600 16.8827 USD
ORD Sale 18,001 10.7189 GBP
ORD Sale 18,900 10.7117 GBP
ORD Sale 21,966 10.7079 GBP
ORD Sale 29,477 10.7700 GBP
ORD Sale 84,278 10.7047 GBP
ORD Sale 138,066 10.7387 GBP

(b) Cash-settled derivative transactions

Class of   Product   Nature of dealing   Number of   Price per
relevant description reference unit
security     securities  
ORD SWAP Long 200 10.7349 GBP
ORD CFD Long 674 10.7141 GBP
ORD SWAP Long 1,744 10.7600 GBP
ORD SWAP Long 5,435 10.7131 GBP
ORD CFD Long 6,050 10.7589 GBP
ORD SWAP Long 32,695 10.7172 GBP
ORD SWAP Long 50,525 10.7006 GBP
ORD CFD Long 53,675 10.7016 GBP
ORD SWAP Short 443 10.7453 GBP
ORD SWAP Short 546 10.7210 GBP
ORD SWAP Short 886 10.7384 GBP
ORD CFD Short 4,300 10.7345 GBP
ORD CFD Short 7,839 10.7432 GBP
ORD CFD Short 4,980 10.7931 GBP
ORD SWAP Short 33,515 10.7329 GBP
ORD SWAP Short 102,000 10.7800 GBP

(c) Stock-settled derivative transactions (including options)

(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) Exercise

Class of relevant security   Product description

e.g. call option

  Exercising/ exercised against   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)

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 person making the disclosure and any party
to the offer or any person acting in concert with a party to the offer:
NONE

(b) Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between
the person 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 of future acquisition or disposal of any relevant securities to which
any derivative is referenced:
NONE

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? YES
Date of disclosure: 18 Aug 2015
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 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.

143221.01

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

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

1. KEY INFORMATION

Identity of the person whose positions/dealings   Barclays PLC.
are being disclosed:  
Name of offeror/offeree in relation to whose BG GROUP PLC
relevant securities this from relates:  

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class   Product   Writing,   Number   Exercise   Type   Expiry
of description purchasing, of price date
relevant selling, securities per unit
security varying etc to which
option
      relates      
ORD Put Options Purchased -1,000,000 10.0000 American 21 Aug 2015

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 cash-settled derivatives.

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 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: RET
Sequence Number: 480094
Time of Receipt (offset from UTC): 20150818T133218+0100

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC