Form 8.3 - Sophos Group 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 interest and short
positions disclosed, if different from 1(a):
(c) Name of offeror/offeree in relation to whose SOPHOS GROUP PLC
relevant securities this form relates:
(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: 02 December 2019
(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 (if any)

Class of relevant security:

3p ordinary

 

 

Interests

Short Positions

Number

(%)

Number

(%)

(1)

Relevant securities owned

 

 

 

 

and/or controlled:

25,886,381

5.27%

13,265,236

2.70%

 

 

 

 

(2)

Cash-settled derivatives:

 

 

 

 

89,158

0.02%

21,818,566

4.44%

 

 

 

 

(3)

Stock-settled derivatives (including options)

 

 

 

 

and agreements to purchase/sell:

0

0.00%

0

0.00%

 

 

 

 

 

 

 

 

TOTAL:

25,975,539

5.29%

35,083,802

7.14%

 

 

 

 

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

Class of relevant

Purchase/sale

Number of

Price per unit

security

 

securities

 

3p ordinary

Purchase

10

5.6740 GBP

3p ordinary

Purchase

36

5.6620 GBP

3p ordinary

Purchase

60

5.6700 GBP

3p ordinary

Purchase

241

5.6600 GBP

3p ordinary

Purchase

514

5.6664 GBP

3p ordinary

Purchase

1,240

5.6689 GBP

3p ordinary

Purchase

1,835

5.6540 GBP

3p ordinary

Purchase

2,413

5.6680 GBP

3p ordinary

Purchase

5,475

5.6549 GBP

3p ordinary

Purchase

7,269

5.6682 GBP

3p ordinary

Purchase

10,408

5.6641 GBP

3p ordinary

Purchase

11,264

5.6543 GBP

3p ordinary

Purchase

12,409

5.6557 GBP

3p ordinary

Purchase

13,416

5.6560 GBP

3p ordinary

Sale

345

5.6668 GBP

3p ordinary

Sale

838

5.6556 GBP

3p ordinary

Sale

981

5.6577 GBP

3p ordinary

Sale

1,068

5.6680 GBP

3p ordinary

Sale

1,141

5.6528 GBP

3p ordinary

Sale

2,247

5.6543 GBP

3p ordinary

Sale

3,296

5.6586 GBP

3p ordinary

Sale

10,000

5.6620 GBP

3p ordinary

Sale

25,740

5.6560 GBP

3p ordinary

Sale

55,358

5.6602 GBP

3p ordinary

Sale

270,000

5.6685 GBP

(b) Cash-settled derivative transactions

Class of

Product

Nature of dealing

Number of

Price per

relevant

description

 

reference

unit

security

 

securities

 

3p ordinary

SWAP

Long

146

5.6593 GBP

3p ordinary

SWAP

Long

271

5.6560 GBP

3p ordinary

SWAP

Long

3,806

5.6564 GBP

3p ordinary

SWAP

Long

12,740

5.6569 GBP

3p ordinary

CFD

Long

40,791

5.6605 GBP

3p ordinary

SWAP

Short

1,073

5.6679 GBP

3p ordinary

SWAP

Short

1,346

5.6687 GBP

3p ordinary

SWAP

Short

7,000

5.6682 GBP

3p ordinary

SWAP

Short

10,359

5.6638 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? NO
Date of disclosure:

3 Dec 2019

Contact name:

Large Holdings Regulatory Operations

Telephone number:

020 3134 7213

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.

*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel’s Market Surveillance Unit.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

Short Name: BARCLAYS PLC
Category Code: RET
Sequence Number: 681876
Time of Receipt (offset from UTC): 20191203T121457+0000

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC