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Form 8 (DD) - ICE

21st Mar 2016 11:29

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 interests and short positions disclosed, if different from 1(a):

The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

Intercontinental Exchange, Inc.
(d) Status of person making the disclosure:

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

Connected to London Stock Exchange Group Plc
(e) Date dealing undertaken: 18 March 2016
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

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

NO

If YES, specify which:

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:

Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 23,386 0.02 14,019 0.01
(2) Cash-settled derivatives: 3,672 0.00
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: 134,500 0.11 12,400 0.01

TOTAL:

161,558 0.14 26,419 0.02

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 security Purchase/sale Number of securities Price per unit (in USD)
USD 0.01 common stock Purchase 17 234.9500
USD 0.01 common stock Purchase 18 234.6100
USD 0.01 common stock Purchase 33 236.1100
USD 0.01 common stock Purchase 35 234.8400
USD 0.01 common stock Purchase 59 237.9300
USD 0.01 common stock Purchase 59 237.9200
USD 0.01 common stock Purchase 62 236.1519
USD 0.01 common stock Purchase 69 236.6286
USD 0.01 common stock Purchase 73 234.8137
USD 0.01 common stock Purchase 100 234.4700
USD 0.01 common stock Purchase 100 236.2600
USD 0.01 common stock Purchase 100 236.3900
USD 0.01 common stock Purchase 100 234.8399
USD 0.01 common stock Purchase 152 236.2295
USD 0.01 common stock Purchase 154 235.1800
USD 0.01 common stock Purchase 200 237.9225
USD 0.01 common stock Purchase 215 234.3060
USD 0.01 common stock Purchase 299 236.6367
USD 0.01 common stock Purchase 300 234.7150
USD 0.01 common stock Purchase 338 236.6085
USD 0.01 common stock Purchase 400 236.5191
USD 0.01 common stock Purchase 418 234.9108
USD 0.01 common stock Purchase 449 236.8843
USD 0.01 common stock Purchase 468 235.7950
USD 0.01 common stock Purchase 491 236.1599
USD 0.01 common stock Purchase 600 236.0408
USD 0.01 common stock Purchase 1,345 236.9950
USD 0.01 common stock Purchase 1,600 236.5341
USD 0.01 common stock Purchase 1,709 235.8357
USD 0.01 common stock Purchase 2,146 237.5021
USD 0.01 common stock Purchase 3,000 237.5263
USD 0.01 common stock Purchase 3,000 236.8049
USD 0.01 common stock Purchase 5,078 237.5000
USD 0.01 common stock Purchase 9,616 235.8384
USD 0.01 common stock Sale 17 234.9500
USD 0.01 common stock Sale 33 236.1100
USD 0.01 common stock Sale 50 237.4000
USD 0.01 common stock Sale 54 234.9300
USD 0.01 common stock Sale 59 237.9300
USD 0.01 common stock Sale 59 237.9200
USD 0.01 common stock Sale 99 236.1800
USD 0.01 common stock Sale 100 234.4700
USD 0.01 common stock Sale 100 236.0200
USD 0.01 common stock Sale 100 237.1200
USD 0.01 common stock Sale 100 237.5800
USD 0.01 common stock Sale 100 235.0000
USD 0.01 common stock Sale 100 236.3100
USD 0.01 common stock Sale 101 233.9227
USD 0.01 common stock Sale 128 235.8984
USD 0.01 common stock Sale 200 236.9701
USD 0.01 common stock Sale 200 237.4750
USD 0.01 common stock Sale 200 236.6475
USD 0.01 common stock Sale 204 237.5539
USD 0.01 common stock Sale 259 237.9242
USD 0.01 common stock Sale 280 234.9329
USD 0.01 common stock Sale 300 234.9100
USD 0.01 common stock Sale 300 235.0767
USD 0.01 common stock Sale 352 236.2838
USD 0.01 common stock Sale 491 236.1202
USD 0.01 common stock Sale 841 236.6936
USD 0.01 common stock Sale 854 237.4979
USD 0.01 common stock Sale 951 234.6492
USD 0.01 common stock Sale 1,000 236.9933
USD 0.01 common stock Sale 1,000 237.5583
USD 0.01 common stock Sale 1,073 237.5021
USD 0.01 common stock Sale 1,216 235.6545
USD 0.01 common stock Sale 1,350 237.5872
USD 0.01 common stock Sale 1,592 237.0600
USD 0.01 common stock Sale 2,000 236.7108
USD 0.01 common stock Sale 2,200 236.3995
USD 0.01 common stock Sale 6,372 237.5000
USD 0.01 common stock Sale 9,917 235.8874

(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 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
USD 0.01 common stock Call Options Purchasing 100 230 American 18032016 3.8500
USD 0.01 common stock Call Options Selling 2000 240 American 15042016 4.3000
USD 0.01 common stock Call Options Selling 100 240 American 18032016 0.1500

(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: 21 March 2016
Contact name: Rajesh Muthanna
Telephone number: 020 3555 4634

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’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

Full name of person making disclosure: Barclays Plc
Name of offeror/offeree in relation to whose relevant securities the disclosure relates: Intercontinental Exchange, Inc.

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class of relevant security Product description e.g. call option Written or purchased Number of securities to which option or derivative relates Exercise price per unit Typee.g. American, European etc. Expiry Date
USD 0.01 common stock Put Option Purchased -100 210 American 15042016
USD 0.01 common stock Put Option Purchased -100 260 American 17062016
USD 0.01 common stock Put Option Purchased -300 220 American 16092016
USD 0.01 common stock Put Option Purchased -500 260 American 18032016
USD 0.01 common stock Put Option Purchased -600 210 American 17062016
USD 0.01 common stock Put Option Purchased -800 250 American 18032016
USD 0.01 common stock Put Option Purchased -3300 220 American 17062016
USD 0.01 common stock Put Option Purchased -5000 230 American 18032016
USD 0.01 common stock Call Option Purchased 100 260 American 15042016
USD 0.01 common stock Call Option Purchased 100 240 American 17062016
USD 0.01 common stock Call Option Purchased 200 230 American 18032016
USD 0.01 common stock Call Option Purchased 300 250 American 16092016
USD 0.01 common stock Call Option Purchased 300 260 American 16092016
USD 0.01 common stock Call Option Purchased 300 280 American 18032016
USD 0.01 common stock Call Option Purchased 900 270 American 17062016
USD 0.01 common stock Call Option Purchased 1300 270 American 15042016
USD 0.01 common stock Call Option Purchased 1600 280 American 17062016
USD 0.01 common stock Call Option Purchased 8700 240 American 15042016
USD 0.01 common stock Call Option Purchased 17300 260 American 18032016
USD 0.01 common stock Call Option Purchased 17800 240 American 18032016
USD 0.01 common stock Call Option Purchased 65400 250 American 18032016
USD 0.01 common stock Put Option Written 100 200 American 15042016
USD 0.01 common stock Put Option Written 100 230 American 17062016
USD 0.01 common stock Put Option Written 900 220 American 18032016
USD 0.01 common stock Put Option Written 1400 240 American 18032016
USD 0.01 common stock Put Option Written 1500 195 American 18032016
USD 0.01 common stock Put Option Written 1600 250 American 17062016
USD 0.01 common stock Put Option Written 14600 200 American 18032016
USD 0.01 common stock Call Option Written -100 250 American 17062016
USD 0.01 common stock Call Option Written -300 220 American 16092016
USD 0.01 common stock Call Option Written -1300 270 American 18032016

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.

View source version on businesswire.com: http://www.businesswire.com/news/home/20160321005523/en/

Copyright Business Wire 2016


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