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Form 8 (DD) -

17th Sep 2012 12:12

RNS Number : 4154M
Bank of America Merrill Lynch
17 September 2012
 



FORM 8 (DD)

 

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING INCONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARYINVESTMENT CLIENTS)Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")

 

1.

KEY INFORMATION

(a)

Identity of the party to the offer or person acting in concert making the disclosure:

Bank of America Merrill Lynch

(b)

Owner or controller of interests and short positions disclosed, if different from 1(a):The naming of nominee or vehicle companies isinsufficient

(c)

Name of offeror/offeree in relation to whose relevant securities this form relates:Use a separate form for each offeror/offeree

European Aeronautic Defence and Space Co NV

(d)

Status of person making the disclosure:e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)

Advisor to - European Aeronautic Defence and Space Co NV

(e)

Date dealing undertaken:

14/09/2012

(f)

Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?

Yes

 

2.

POSITIONS OF THE PERSON MAKING THE DISCLOSURE

(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:

Common - NL0000235190

Interests

Short Positions

Number

%

Number

%

(1)

Relevant securities ownedand/or controlled:

6,239

0.001%

0

0 %

(2)

Derivatives (other thanoptions):

0

0%

0

0%

(3)

Options and agreements topurchase/sell:

0

0%

0

0 %

TOTAL:

6,239

0.001%

0

0%

 

All interests and all short positions should be disclosed.Details of any open derivative or option positions, 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 executive options)

Class of relevant security in relation to which subscription right exists:

N/A

Details, including nature of the rights concerned and relevant percentages:

N/A

 

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.

 

3.

DEALINGS BY THE PERSON MAKING THE DISCLOSURE

(a)

Purchases and sales

Class of relevant security

Purchase/sale

Number of securities

Price per unit

N/A

N/A

N/A

N/A

 

(b)

Derivatives transactions (other than options)

Class of relevant security

Product descriptione.g. CFD

Nature of dealinge.g. opening/closing a long/short position, increasing/reducing a long/short position

Number of reference securities

Price per unit

 

(c)

Options transactions in respect of existing securities

(i)

Writing, selling, purchasing or varying

Class ofrelevant security

Product description e.g. call option

Writing, purchasing, selling, varying etc.

Number ofsecurities to which option relates

Exercise priceper unit

Typee.g. American, European etc.

Expiry date

Option money paid/ received per unit

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

 

(ii)

Exercising

Class of relevant security

Product descriptione.g. call option

Number of securities

Exercise Price per unit

N/A

N/A

N/A

N/A

 

(d)

Other dealings (including subscribing for new securities)

Class of relevant security

Nature of dealinge.g. subscription, conversion

Details

Price per unit (if applicable)

Common - NL0000235190

Borrow

500

n/a

The currency of all prices and other monetary amounts should be stated..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.

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: 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 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"

none

 

(c)

Attachments

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)

No

Supplemental Form 8 (SBL)

No

 

Date of disclosure:

17/09/2012

Contact name:

Stacy Otieno

Telephone number:

0207 995 1335

 

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 [email protected].The Panel's Market Surveillance Unit is available for consultation in relation to the Code'sdealing disclosure requirements on +44 (0)20 7638 0129.The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 

 

 

 

 

 

 

FORM 8 (DD)

 

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING INCONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARYINVESTMENT CLIENTS)Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")

 

These transactions have taken place as a consequence of book flattening. The panel executive has informed Bank of America Merrill Lynch on an ex parte basis that such transactions are permitted and have no Code consequences.

 

1.

KEY INFORMATION

(a)

Identity of the party to the offer or person acting in concert making the disclosure:

Bank of America Merrill Lynch

(b)

Owner or controller of interests and short positions disclosed, if different from 1(a):The naming of nominee or vehicle companies isinsufficient

(c)

Name of offeror/offeree in relation to whose relevant securities this form relates:Use a separate form for each offeror/offeree

BAE Systems PLC

(d)

Status of person making the disclosure:e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)

Advisor to - European Aeronautic Defence and Space Co NV

(e)

Date dealing undertaken:

14/09/2012

(f)

Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?

Yes

 

2.

POSITIONS OF THE PERSON MAKING THE DISCLOSURE

(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:

Common - GB0002634946

Interests

Short Positions

Number

%

Number

%

(1)

Relevant securities ownedand/or controlled:

12,623,056

0.388%

0

0 %

(2)

Derivatives (other thanoptions):

0

0%

0

0%

(3)

Options and agreements topurchase/sell:

0

0%

0

0 %

TOTAL:

12,623,056

0.388%

0

0%

 

All interests and all short positions should be disclosed.Details of any open derivative or option positions, 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 executive options)

 

Class of relevant security in relation to which subscription right exists:

N/A

Details, including nature of the rights concerned and relevant percentages:

N/A

 

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.

 

3.

DEALINGS BY THE PERSON MAKING THE DISCLOSURE

(a)

Purchases and sales

Class of relevant security

Purchase/sale

Number of securities

Price per unit

Common - ISIN GB0002634946

Sale

342

5.55 USD

Common - ISIN GB0002634946 (Depository Receipts - ISIN US05523R1077)

Sale

677

22.5 USD

 

(b)

Derivatives transactions (other than options)

Class of relevant security

Product descriptione.g. CFD

Nature of dealinge.g. opening/closing a long/short position, increasing/reducing a long/short position

Number of reference securities

Price per unit

 

(c)

Options transactions in respect of existing securities

(i)

Writing, selling, purchasing or varying

Class ofrelevant security

Product description e.g. call option

Writing, purchasing, selling, varying etc.

Number ofsecurities to which option relates

Exercise priceper unit

Typee.g. American, European etc.

Expiry date

Option money paid/ received per unit

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

 

(ii)

Exercising

Class of relevant security

Product descriptione.g. call option

Number of securities

Exercise Price per unit

N/A

N/A

N/A

N/A

 

(d)

Other dealings (including subscribing for new securities)

Class of relevant security

Nature of dealinge.g. subscription, conversion

Details

Price per unit (if applicable)

N/A

N/A

N/A

N/A

The currency of all prices and other monetary amounts should be stated..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.

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: 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 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"

 

 

none

 

 

(c)

Attachments

 

 

Are any Supplemental Forms attached?

 

Supplemental Form 8 (Open Positions)

No

Supplemental Form 8 (SBL)

No

 

Date of disclosure:

17/09/2012

Contact name:

Stacy Otieno

Telephone number:

0207 995 1335

 

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 [email protected].The Panel's Market Surveillance Unit is available for consultation in relation to the Code'sdealing disclosure requirements on +44 (0)20 7638 0129.The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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