Form 8 (DD) - VANTIV INC

LONDON--()--

FORM 8 (DD)

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)

Rules 8.1, 8.2 and 8.4 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 VANTIV INC
  relevant securities this form relates:  
(d) Status of person making the disclosure: CONNECTED TO OFFEREE
(e) Date position held/dealing undertaken: 25 August 2017
(f) In addition to the company in 1(c) above, is the discloser making NO
  disclosures in respect of any other party to the offer?  

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

Class of relevant security:       USD 0.00001 Class A common        
Interests     Short Positions  
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 537 0.00% 393 0.00%
           
(2) Cash-settled derivatives:
0 0.00% 0 0.00%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 3,900 0.00% 18,600 0.01%
           
(4)
TOTAL: 4,437 0.00% 18,993 0.01%

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).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

(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 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

(i) Party to an offer or person acting in concert (except for a principal trader in the same group as a connected adviser)

Class of relevant   Purchase/sale   Number of   Price per unit
security   securities  
USD 0.00001 Class A common Purchase 2 71.2200 USD
USD 0.00001 Class A common Purchase 45 71.6450 USD
USD 0.00001 Class A common Purchase 100 71.1813 USD
USD 0.00001 Class A common Purchase 100 71.1816 USD
USD 0.00001 Class A common Purchase 180 71.2000 USD
USD 0.00001 Class A common Purchase 191 71.1148 USD
USD 0.00001 Class A common Purchase 200 71.0400 USD
USD 0.00001 Class A common Purchase 200 71.1700 USD
USD 0.00001 Class A common Purchase 200 71.1900 USD
USD 0.00001 Class A common Purchase 200 70.9600 USD
USD 0.00001 Class A common Purchase 300 70.9500 USD
USD 0.00001 Class A common Purchase 300 71.8900 USD
USD 0.00001 Class A common Purchase 392 71.1853 USD
USD 0.00001 Class A common Purchase 400 71.1650 USD
USD 0.00001 Class A common Purchase 468 71.1556 USD
USD 0.00001 Class A common Purchase 570 71.1489 USD
USD 0.00001 Class A common Purchase 600 71.2366 USD
USD 0.00001 Class A common Purchase 699 70.9372 USD
USD 0.00001 Class A common Purchase 700 71.1871 USD
USD 0.00001 Class A common Purchase 1,000 71.2005 USD
USD 0.00001 Class A common Purchase 1,300 71.2861 USD
USD 0.00001 Class A common Purchase 1,398 71.2374 USD
USD 0.00001 Class A common Purchase 1,600 71.1850 USD
USD 0.00001 Class A common Purchase 1,800 71.0641 USD
USD 0.00001 Class A common Purchase 1,800 71.0972 USD
USD 0.00001 Class A common Purchase 2,290 71.2176 USD
USD 0.00001 Class A common Purchase 3,101 70.9969 USD
USD 0.00001 Class A common Purchase 3,300 71.0036 USD
USD 0.00001 Class A common Purchase 3,512 71.1422 USD
USD 0.00001 Class A common Purchase 4,200 71.1666 USD
USD 0.00001 Class A common Purchase 4,500 71.1629 USD
USD 0.00001 Class A common Purchase 4,600 71.0015 USD
USD 0.00001 Class A common Purchase 5,500 71.1668 USD
USD 0.00001 Class A common Purchase 6,841 71.2368 USD
USD 0.00001 Class A common Purchase 32,300 71.1298 USD
USD 0.00001 Class A common Sale 45 71.6450 USD
USD 0.00001 Class A common Sale 100 70.8400 USD
USD 0.00001 Class A common Sale 100 71.1500 USD
USD 0.00001 Class A common Sale 168 71.1300 USD
USD 0.00001 Class A common Sale 200 71.0050 USD
USD 0.00001 Class A common Sale 200 70.8325 USD
USD 0.00001 Class A common Sale 200 71.1900 USD
USD 0.00001 Class A common Sale 290 71.1600 USD
USD 0.00001 Class A common Sale 322 71.1951 USD
USD 0.00001 Class A common Sale 400 70.9387 USD
USD 0.00001 Class A common Sale 400 71.1887 USD
USD 0.00001 Class A common Sale 600 71.4225 USD
USD 0.00001 Class A common Sale 870 71.2200 USD
USD 0.00001 Class A common Sale 900 71.1483 USD
USD 0.00001 Class A common Sale 1,000 71.3045 USD
USD 0.00001 Class A common Sale 1,000 71.1780 USD
USD 0.00001 Class A common Sale 1,300 71.1096 USD
USD 0.00001 Class A common Sale 1,400 71.1450 USD
USD 0.00001 Class A common Sale 1,800 71.0316 USD
USD 0.00001 Class A common Sale 2,100 71.1603 USD
USD 0.00001 Class A common Sale 2,700 71.0940 USD
USD 0.00001 Class A common Sale 2,700 71.1158 USD
USD 0.00001 Class A common Sale 2,700 71.1755 USD
USD 0.00001 Class A common Sale 2,800 71.1599 USD
USD 0.00001 Class A common Sale 3,000 71.1801 USD
USD 0.00001 Class A common Sale 3,900 71.0220 USD
USD 0.00001 Class A common Sale 5,800 71.1464 USD
USD 0.00001 Class A common Sale 14,078 71.1406 USD
USD 0.00001 Class A common Sale 14,507 71.1922 USD
USD 0.00001 Class A common Sale 16,891 71.0854 USD

(ii) Principal trader where the sole reason for the connection is that the principal trader is in the same group as a connected adviser

Class of relevant security   Purchases/ sales   Total number of securities   Highest price per unit paid/received   Lowest price per unit paid/received

(b) Cash-settled derivative transactions

Class of relevant security   Product description

e.g. CFD

  Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

  Number of reference securities   Price per unit

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

(i) Writing, selling, purchasing or varying

Class   Product   Writing,   Number   Exercise   Type   Expiry   Option
of description purchasing, of price date money
relevant selling, securities per unit paid/
security varying etc to which received
option per unit
      relates        
USD 0.00001 Class A common Put Options Purchasing 1,600 65 USD American 17 Nov 2017 1.1300 USD
USD 0.00001 Class A common Put Options Selling 1,600 60 USD American 17 Nov 2017 0.4800 USD

(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 party to the offer or person acting in concert making the disclosure and any other person:

Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

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

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer or person acting in concert 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”

(c) Attachments

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)   YES
Supplemental Form 8 (SBL) NO
Date of disclosure: 29 Aug 2017
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.

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.

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 VANTIV INC
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      
USD 0.00001 Class A common Call Options Written -1,100 70.0000 American 17 Nov 2017
USD 0.00001 Class A common Put Options Written 2,200 60.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Purchased 600 60.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -700 75.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Written -200 80.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Written -500 75.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -11,200 65.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Purchased 600 65.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Purchased 400 60.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Written -1,200 70.0000 American 15 Sep 2017
USD 0.00001 Class A common Put Options Written 100 65.0000 American 15 Sep 2017
USD 0.00001 Class A common Put Options Purchased -1,600 65.0000 American 17 Nov 2017
USD 0.00001 Class A common Put Options Purchased -2,100 45.0000 American 16 Feb 2018

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: DCC
Sequence Number: 628606
Time of Receipt (offset from UTC): 20170829T100651+0100

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC