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 relevant securities this form relates:

Use a separate form for each offeror/offeree

 

AMEC FOSTER WHEELER PLC

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

AMEC FOSTER WHEELER PLC

(d) Date position held/dealing undertaken:

For an opening position disclosure, state the latest practicable date prior to the disclosure

 

21 March 2017

(e) In addition to the company in 1(b) above, is the exempt principal trader 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 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: 3,531,892 0.91% 1,711,418 0.44%
           
(2) Cash-settled derivatives:
1,084,968 0.28% 2,868,880 0.74%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
(4)
TOTAL: 4,616,860 1.18% 4,580,298 1.17%

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 365,502 5.1225 GBP 5.05 GBP
50p ORD Sale 560,444 5.1225 GBP 5.015 GBP
ADR Purchase 9,484 6.3007 USD 6.29 USD
ADR Sale 9,484 6.3007 USD 6.29 USD
 
(b) Cash-settled derivative transactions      
Class of Product Nature of dealing Number of Price per
relevant description reference unit
security     securities  
50p ORD SWAP Long 899 5.0655 GBP
50p ORD SWAP Long 947 5.0651 GBP
50p ORD SWAP Long 2,777 5.0811 GBP
50p ORD CFD Long 5,223 5.0900 GBP
50p ORD CFD Long 6,484 5.1020 GBP
50p ORD CFD Long 7,291 5.0845 GBP
50p ORD SWAP Long 7,860 5.0790 GBP
50p ORD SWAP Long 17,142 5.0677 GBP
50p ORD CFD Long 41,415 5.0778 GBP
50p ORD CFD Long 44,010 5.0700 GBP
50p ORD SWAP Long 53,437 5.0905 GBP
50p ORD CFD Long 61,439 5.0842 GBP
50p ORD SWAP Long 221,348 5.0653 GBP
50p ORD CFD Short 1,000 5.0704 GBP
50p ORD SWAP Short 2,519 5.0855 GBP
50p ORD SWAP Short 5,153 5.0736 GBP
50p ORD CFD Short 5,205 5.0608 GBP
50p ORD SWAP Short 6,092 5.0643 GBP
50p ORD CFD Short 9,070 5.0645 GBP
50p ORD SWAP Short 11,508 5.0951 GBP
50p ORD CFD Short 63,385 5.0947 GBP
50p ORD SWAP Short 73,687 5.0621 GBP
50p ORD SWAP Short 102,970 5.0674 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:  

22 March 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: 580239
Time of Receipt (offset from UTC): 20170322T104536+0000

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC