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Form 8 (DD) - ICE

24th Mar 2016 10:11

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: 23 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”

YES / NO / N/A

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: 52,929 0.04 11,449 0.01
(2) Cash-settled derivatives: 3,672 0.00 30,000 0.03
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: 24,000 0.02 4,800 0.00

TOTAL:

80,601 0.07 46,249 0.04

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 15 236.5700
USD 0.01 common stock Purchase 76 236.7800
USD 0.01 common stock Purchase 87 237.3000
USD 0.01 common stock Purchase 100 236.6500
USD 0.01 common stock Purchase 100 237.0100
USD 0.01 common stock Purchase 100 236.4150
USD 0.01 common stock Purchase 100 237.3200
USD 0.01 common stock Purchase 100 236.9700
USD 0.01 common stock Purchase 100 237.1800
USD 0.01 common stock Purchase 126 237.3980
USD 0.01 common stock Purchase 156 236.5345
USD 0.01 common stock Purchase 195 237.0882
USD 0.01 common stock Purchase 200 236.7650
USD 0.01 common stock Purchase 300 237.0399
USD 0.01 common stock Purchase 370 236.9854
USD 0.01 common stock Purchase 400 237.0650
USD 0.01 common stock Purchase 500 236.6230
USD 0.01 common stock Purchase 723 236.8800
USD 0.01 common stock Purchase 849 236.9831
USD 0.01 common stock Purchase 876 236.5500
USD 0.01 common stock Purchase 900 237.0139
USD 0.01 common stock Purchase 947 236.6763
USD 0.01 common stock Purchase 1,117 237.0199
USD 0.01 common stock Purchase 2,713 236.8362
USD 0.01 common stock Purchase 3,984 236.9985
USD 0.01 common stock Purchase 4,200 236.7808
USD 0.01 common stock Purchase 4,300 236.8052
USD 0.01 common stock Sale 1 235.8150
USD 0.01 common stock Sale 1 235.8000
USD 0.01 common stock Sale 23 236.1600
USD 0.01 common stock Sale 50 236.5700
USD 0.01 common stock Sale 76 236.8300
USD 0.01 common stock Sale 100 236.9300
USD 0.01 common stock Sale 200 237.3000
USD 0.01 common stock Sale 200 236.8546
USD 0.01 common stock Sale 212 236.5832
USD 0.01 common stock Sale 226 236.7808
USD 0.01 common stock Sale 858 237.0576
USD 0.01 common stock Sale 962 236.8724
USD 0.01 common stock Sale 968 236.5500
USD 0.01 common stock Sale 1,000 236.6590
USD 0.01 common stock Sale 1,219 237.0163
USD 0.01 common stock Sale 1,400 236.8743
USD 0.01 common stock Sale 1,400 237.1492
USD 0.01 common stock Sale 1,500 236.7513
USD 0.01 common stock Sale 1,700 236.8424
USD 0.01 common stock Sale 1,900 236.9042
USD 0.01 common stock Sale 1,920 236.9774
USD 0.01 common stock Sale 2,900 236.9998
USD 0.01 common stock Sale 3,000 236.7600
USD 0.01 common stock Sale 3,006 236.8314

(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

(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/NO
Supplemental Form 8 (SBL) YES/NO
Date of disclosure: 24 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 Call Option Written -300 220 American 16092016
USD 0.01 common stock Call Option Written -100 250 American 17062016
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 300 250 American 16092016
USD 0.01 common stock Call Option Purchased 300 260 American 16092016
USD 0.01 common stock Call Option Purchased 1100 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 Put Option Purchased -3300 220 American 17062016
USD 0.01 common stock Put Option Purchased -600 210 American 17062016
USD 0.01 common stock Put Option Purchased -300 220 American 16092016
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 Written 100 230 American 17062016
USD 0.01 common stock Put Option Written 1600 250 American 17062016
USD 0.01 common stock Put Option Written 8800 200 American 15042016

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/20160324005504/en/

Copyright Business Wire 2016


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