Form 8.5 (EPT/NON-RI) - AMEC FOSTER WHEELER PLC

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 AMEC FOSTER WHEELER PLC
  relevant securities this form relates:  
(c) Name of the party to the offer with which exempt AMEC FOSTER WHEELER PLC
  principal trader is connected  
(d) Date position held/dealing undertaken: 20 March 2017
(e) In addition to the company in 1(b) above, is the exempt principal YES:
trader making disclosures in respect of any other party to the offer?
    JOHN WOOD GROUP PLC

2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER

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.

(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: 3,636,942 0.93% 1,633,092 0.42%
           
(2) Cash-settled derivatives:
1,001,419 0.26% 2,975,014 0.76%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
(4)
TOTAL: 4,638,361 1.19% 4,608,106 1.18%

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 EXEMPT PRINCIPAL TRADER

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.

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

(a) Purchases and sales

Class of relevant   Purchase/sale   Total number of   Highest price per unit   Lowest price per unit
security   securities paid/received paid/received
50p ORD Purchase 653,310 5.0600 GBP 4.958 GBP
50p ORD Sale 1,028,016 5.0600 GBP 4.9431 GBP
ADR Purchase 3,807 6.1641 USD 6.1641 USD
ADR Sale 3,807 6.1641 USD 6.1641 USD

(b) Cash-settled derivative transactions

Class of   Product   Nature of dealing   Number of   Price per
relevant description reference unit
security     securities  
50p ORD CFD Long 330 5.0537 GBP
50p ORD CFD Long 910 4.9431 GBP
50p ORD CFD Long 3,807 5.0386 GBP
50p ORD CFD Long 7,957 5.0546 GBP
50p ORD SWAP Long 10,004 5.0511 GBP
50p ORD CFD Long 11,220 5.0545 GBP
50p ORD SWAP Long 11,994 5.0111 GBP
50p ORD SWAP Long 18,129 4.9860 GBP
50p ORD CFD Long 42,712 4.9705 GBP
50p ORD CFD Long 57,058 4.9816 GBP
50p ORD SWAP Long 63,839 4.9805 GBP
50p ORD SWAP Long 66,930 4.9616 GBP
50p ORD SWAP Long 81,917 4.9970 GBP
50p ORD CFD Long 572,564 5.0550 GBP
50p ORD CFD Short 181 4.9999 GBP
50p ORD CFD Short 3,087 5.0456 GBP
50p ORD SWAP Short 5,487 4.9730 GBP
50p ORD CFD Short 10,000 5.0132 GBP
50p ORD CFD Short 15,491 4.9736 GBP
50p ORD SWAP Short 16,760 4.9953 GBP
50p ORD SWAP Short 17,002 4.9571 GBP
50p ORD SWAP Short 25,313 5.0168 GBP
50p ORD SWAP Short 41,815 5.0307 GBP
50p ORD CFD Short 48,487 5.0407 GBP
50p ORD CFD Short 50,000 5.0550 GBP
50p ORD CFD Short 90,000 5.0546 GBP
50p ORD CFD Short 202,032 5.0031 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 exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer:

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 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: 21 Mar 2017
Contact name: Jay Supaya
Telephone number: 0207 773 0635

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

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: FEO
Sequence Number: 580104
Time of Receipt (offset from UTC): 20170321T100524+0000

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC