Form 8.3 - J SAINSBURY 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 interests and short positions disclosed, if different from 1(a):

The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.

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

Use a separate form for each offeror/offeree

 

J SAINSBURY PLC

(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:

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

 

14 April 2016

(f) In addition to the company in 1(c) above, is the discloser 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 HOME RETAIL GROUP

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: 10,361,512 0.54% 9,271,198 0.48%
           
(2) Cash-settled derivatives:
7,180,173 0.37% 208,569 0.01%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 1,000,000 0.05% 0 0.00%
           
(4)
TOTAL: 18,541,685 0.96% 9,479,767 0.49%
 
Class of relevant security:   Convertible Bond XS1268412993      
Interests   Short Positions  
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 900,000 0.05% 0 0.00%
           
(2) Cash-settled derivatives:
0 0.00% 0 0.00%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
(4)
TOTAL: 900,000 0.05% 0 0.00%
 
Class of relevant security:   Convertible Bond XS1139087933      
Interests   Short Positions  
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 5,000,000 0.26% 0 0.00%
           
(2) Cash-settled derivatives:
0 0.00% 0 0.00%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
(4)
TOTAL: 5,000,000 0.26% 0 0.00%

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

(a)   Purchases and sales        
Class of relevant Purchase/sale Number of Price per unit
security   securities  
ADR Purchase 36 16.2000 USD
ORD Purchase 400 2.8530 GBP
ORD Purchase 632 2.8510 GBP
ORD Purchase 699 2.8545 GBP
ADR Purchase 1,516 16.0739 USD
ORD Purchase 2,000 2.8520 GBP
ORD Purchase 2,677 2.8475 GBP
ORD Purchase 8,511 2.8511 GBP
ORD Purchase 41,899 2.8538 GBP
ORD Purchase 42,847 2.8515 GBP
ORD Purchase 58,699 2.8550 GBP
ORD Purchase 113,527 2.8513 GBP
ORD Purchase 224,869 2.8528 GBP
ADR Sale 36 16.2000 USD
ORD Sale 157 2.8521 GBP
ORD Sale 400 2.8530 GBP
ORD Sale 632 2.8510 GBP
ADR Sale 1,516 16.0739 USD
ORD Sale 2,000 2.8520 GBP
ORD Sale 2,875 2.8522 GBP
ORD Sale 6,157 2.8550 GBP
ORD Sale 6,252 2.8563 GBP
ORD Sale 7,248 2.8560 GBP
ORD Sale 13,418 2.8509 GBP
ORD Sale 16,006 2.8588 GBP
ORD Sale 36,621 2.8543 GBP
(b)   Cash-settled derivative transactions            
Class of Product Nature of dealing Number of Price per
relevant description reference unit
security     securities  
ORD CFD Long 1,603 2.8567 GBP
ORD CFD Long 3,032 2.8517 GBP
ORD SWAP Long 7,200 2.8558 GBP
ORD CFD Long 11,188 2.8512 GBP
ORD SWAP Long 11,795 2.8549 GBP
ORD SWAP Long 21,427 2.8628 GBP
ORD CFD Long 26,284 2.8493 GBP
ORD SWAP Short 666 2.8445 GBP
ORD SWAP Short 1,000 2.8437 GBP
ORD CFD Short 3,680 2.8406 GBP
ORD CFD Short 4,193 2.8663 GBP
ORD SWAP Short 43,803 2.8533 GBP
ORD SWAP Short 52,821 2.8532 GBP
ORD SWAP Short 109,166 2.8523 GBP
ORD CFD Short 207,813 2.8521 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:

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 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 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?  

YES

Date of disclosure:

15 April 2016

Contact name:

Pinar Coktas

Telephone number:

020 7116 1165

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

Full name of person making disclosure:  

Barclays PLC.

Name of offeror/offeree in relation to whose relevant securities the disclosure relates:

J SAINSBURY PLC

2.   OPTIONS AND DERIVATIVES                    
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 Written 1,000,000 260.0000 American 15 Dec 2017

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: 521474
Time of Receipt (offset from UTC): 20160415T142638+0100

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC