FORM 8.5 (EPT/NON-RI) - NORTHGATE 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

NORTHGATE PLC

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

NORTHGATE PLC

(d) Date position held/dealing undertaken:

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

22 January 2020

(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?

If it is a cash offer or possible cash offer, state “N/A”

YES - REDDE PLC

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:

103,315

0.08%

1,721,242

1.29%

 

(2)

Cash-settled derivatives:

1,687,745

1.27%

64,592

0.05%

 

(3)

Stock-settled derivatives (including options)
and agreements to purchase/sell:

0

0.00%

0

0.00%

 
 
TOTAL:

1,791,060

1.34%

1,785,834

1.34%

 

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

75,113

2.8750 GBP 2.8302 GBP
50p ordinary Sale

32,416

2.8650 GBP 2.8454 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

100

2.8550 GBP
50p ordinary SWAP Long

224

2.8647 GBP
50p ordinary CFD Long

4,804

2.8497 GBP
50p ordinary CFD Long

5,872

2.8561 GBP
50p ordinary CFD Long

5,899

2.8344 GBP
50p ordinary SWAP Long

11,901

2.8488 GBP
50p ordinary SWAP Short

11

2.8328 GBP
50p ordinary SWAP Short

26

2.8349 GBP
50p ordinary SWAP Short

28

2.8750 GBP
50p ordinary SWAP Short

29

2.8432 GBP
50p ordinary SWAP Short

45

2.8401 GBP
50p ordinary SWAP Short

68

2.8454 GBP
50p ordinary SWAP Short

127

2.8347 GBP
50p ordinary SWAP Short

227

2.8428 GBP
50p ordinary SWAP Short

429

2.8400 GBP
50p ordinary SWAP Short

1,061

2.8500 GBP
50p ordinary SWAP Short

1,067

2.8552 GBP
50p ordinary SWAP Short

1,164

2.8634 GBP
50p ordinary SWAP Short

1,383

2.8302 GBP
50p ordinary SWAP Short

1,446

2.8501 GBP
50p ordinary SWAP Short

3,531

2.8444 GBP
50p ordinary SWAP Short

4,231

2.8476 GBP
50p ordinary CFD Short

7,750

2.8478 GBP
50p ordinary SWAP Short

20,332

2.8539 GBP
50p ordinary SWAP Short

23,984

2.8537 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:

23 Jan 2020

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.

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

Short Name: BARCLAYS PLC
Category Code: FEO
Sequence Number: 690977
Time of Receipt (offset from UTC): 20200123T094905+0000

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC