Form 8.5 (EPT/NON-RI) - SKY 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 SKY PLC
  relevant securities this form relates:  
(c) Name of the party to the offer with which exempt SKY PLC
  principal trader is connected  
(d) Date position held/dealing undertaken: 01 March 2018
(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?

NO

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:       50p ordinary            
Interests Short Positions
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 7,330,934 0.43% 5,086,378 0.30%
           
(2) Cash-settled derivatives:
1,566,784 0.09% 5,308,160 0.31%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
 
TOTAL: 8,897,718 0.52% 10,394,538 0.60%

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 ordinary Purchase 388,023 13.7094 GBP 13.4982 GBP
50p ordinary Sale 595,218 13.7206 GBP 13.4676 GBP

(b) Cash-settled derivative transactions

Class of   Product   Nature of dealing   Number of   Price per
relevant description reference unit
security     securities  
50p ordinary SWAP Long 10 13.5660 GBP
50p ordinary CFD Long 498 13.6427 GBP
50p ordinary CFD Long 500 13.7179 GBP
50p ordinary CFD Long 2,759 13.6703 GBP
50p ordinary CFD Long 9,955 13.6733 GBP
50p ordinary CFD Long 12,294 13.5953 GBP
50p ordinary CFD Long 13,923 13.4716 GBP
50p ordinary CFD Long 17,049 13.5361 GBP
50p ordinary SWAP Long 17,098 13.6027 GBP
50p ordinary SWAP Long 18,855 13.7200 GBP
50p ordinary SWAP Long 27,255 13.4949 GBP
50p ordinary CFD Long 37,682 13.5909 GBP
50p ordinary CFD Long 49,000 13.7189 GBP
50p ordinary CFD Short 33 13.5245 GBP
50p ordinary SWAP Short 157 13.5359 GBP
50p ordinary SWAP Short 168 13.5385 GBP
50p ordinary CFD Short 460 13.6022 GBP
50p ordinary SWAP Short 2,713 13.5022 GBP
50p ordinary SWAP Short 4,771 13.6717 GBP
50p ordinary SWAP Short 15,744 13.5424 GBP
50p ordinary CFD Short 19,216 13.6002 GBP
50p ordinary CFD Short 45,014 13.5963 GBP
50p ordinary SWAP Short 95,343 13.5610 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: 2 Mar 2018
Contact name: Elise Tang
Telephone number: 0207 1163 001

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: 642342
Time of Receipt (offset from UTC): 20180302T104603+0000

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC