Form 8.5 (EPT/NON-RI)- TUI TRAVEL 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

 

TUI TRAVEL PLC

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

TUI TRAVEL PLC

(d) Date position held/dealing undertaken:  

1 August 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 AG

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: 12,316,538 1.10% 3,018,523 0.27%
           
(2) Derivatives (other than
options): 899,005 0.08% 8,660,283 0.77%
           
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
           
(4)
TOTAL: 13,215,543 1.18% 11,678,806 1.04%
           
Class of relevant security:   Convertible Bond XS0503743949      
Interests   Short Positions
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 5,500,000 1.38% 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: 5,500,000 1.38% 0 0.00%
           
Class of relevant security:   Convertible Bond XS0455660216      
Interests   Short Positions
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 1,300,000 0.37% 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: 1,300,000 0.37% 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 282 3.5946 GBP
ORD Purchase 333 3.5730 GBP
ORD Purchase 889 3.6080 GBP
ORD Purchase 1,222 3.5984 GBP
ORD Purchase 2,404 3.5895 GBP
ORD Purchase 2,904 3.6012 GBP
ORD Purchase 8,159 3.5876 GBP
ORD Purchase 8,502 3.5927 GBP
ORD Purchase 12,580 3.5916 GBP
ORD Purchase 13,560 3.5934 GBP
ORD Purchase 14,650 3.5926 GBP
ORD Purchase 19,637 3.6060 GBP
ORD Purchase 19,926 3.5820 GBP
ORD Purchase 25,704 3.5996 GBP
ORD Sale 80 3.6050 GBP
ORD Sale 333 3.5730 GBP
ORD Sale 655 3.6070 GBP
ORD Sale 889 3.6080 GBP
ORD Sale 1,112 3.6059 GBP
ORD Sale 1,171 3.5850 GBP
ORD Sale 1,222 3.5984 GBP
ORD Sale 2,730 3.5952 GBP
ORD Sale 4,805 3.6096 GBP
ORD Sale 6,000 3.6012 GBP
ORD Sale 8,135 3.6023 GBP
ORD Sale 8,527 3.5929 GBP
ORD Sale 10,755 3.6071 GBP
ORD Sale 40,083 3.5951 GBP
ORD Sale 57,282 3.5993 GBP
 
(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 678 3.6028 GBP
ORD CFD Long 910 3.6255 GBP
ORD CFD Long 2,326 3.5857 GBP
ORD CFD Long 15,164 3.6064 GBP
ORD SWAP Short 8,159 3.5876 GBP
ORD SWAP Short 13,848 3.6056 GBP
ORD CFD Short 23,768 3.5923 GBP

(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:  

4 August 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: 427568
Time of Receipt (offset from UTC): 20140804T112231+0100

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC