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Form 8 (DD) - Intercontinental Exchange, Inc.

9th Mar 2016 11:19

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: 08 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: 21,131 0.02 9,003 0.01
(2) Cash-settled derivatives: 3,672 0.00
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: 44,100 0.04 13,200 0.01

TOTAL:

68,903 0.06

22,203

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 3 233.8699
USD 0.01 common stock Purchase 3 231.5800
USD 0.01 common stock Purchase 11 234.2800
USD 0.01 common stock Purchase 25 233.6403
USD 0.01 common stock Purchase 100 234.0150
USD 0.01 common stock Purchase 100 234.4500
USD 0.01 common stock Purchase 101 233.1700
USD 0.01 common stock Purchase 200 233.6507
USD 0.01 common stock Purchase 200 235.1200
USD 0.01 common stock Purchase 300 234.0700
USD 0.01 common stock Purchase 400 232.7824
USD 0.01 common stock Purchase 419 232.8015
USD 0.01 common stock Purchase 436 233.3450
USD 0.01 common stock Purchase 500 233.8940
USD 0.01 common stock Purchase 571 232.7549
USD 0.01 common stock Purchase 741 232.5079
USD 0.01 common stock Purchase 935 232.9855
USD 0.01 common stock Purchase 966 233.7225
USD 0.01 common stock Purchase 1,000 233.3938
USD 0.01 common stock Purchase 1,068 233.3291
USD 0.01 common stock Purchase 1,075 233.3291
USD 0.01 common stock Purchase 1,120 232.2743
USD 0.01 common stock Purchase 1,738 232.4903
USD 0.01 common stock Purchase 1,805 233.6475
USD 0.01 common stock Purchase 2,000 233.8403
USD 0.01 common stock Purchase 2,415 233.3972
USD 0.01 common stock Purchase 2,444 233.3891
USD 0.01 common stock Purchase 3,700 232.4179
USD 0.01 common stock Purchase 4,600 232.7895
USD 0.01 common stock Purchase 4,911 232.5590
USD 0.01 common stock Purchase 5,648 233.6041
USD 0.01 common stock Purchase 7,542 232.6185
USD 0.01 common stock Purchase 10,000 233.2459
USD 0.01 common stock Purchase 12,697 232.3199
USD 0.01 common stock Purchase 13,600 233.0000
USD 0.01 common stock Purchase 15,363 233.0300
USD 0.01 common stock Purchase 26,100 233.2423
USD 0.01 common stock Sale 1 233.7201
USD 0.01 common stock Sale 1 233.9500
USD 0.01 common stock Sale 1 234.3000
USD 0.01 common stock Sale 2 233.1700
USD 0.01 common stock Sale 2 232.7900
USD 0.01 common stock Sale 3 233.2300
USD 0.01 common stock Sale 7 233.3291
USD 0.01 common stock Sale 11 234.2800
USD 0.01 common stock Sale 13 232.6900
USD 0.01 common stock Sale 20 233.2000
USD 0.01 common stock Sale 25 233.6403
USD 0.01 common stock Sale 27 232.7100
USD 0.01 common stock Sale 53 232.7400
USD 0.01 common stock Sale 100 233.7500
USD 0.01 common stock Sale 100 233.0100
USD 0.01 common stock Sale 100 234.4500
USD 0.01 common stock Sale 100 234.4100
USD 0.01 common stock Sale 101 233.7900
USD 0.01 common stock Sale 134 233.1739
USD 0.01 common stock Sale 137 233.4864
USD 0.01 common stock Sale 148 232.6647
USD 0.01 common stock Sale 200 232.6686
USD 0.01 common stock Sale 463 233.5065
USD 0.01 common stock Sale 480 233.3667
USD 0.01 common stock Sale 500 233.6434
USD 0.01 common stock Sale 500 233.3640
USD 0.01 common stock Sale 600 233.4233
USD 0.01 common stock Sale 600 233.5733
USD 0.01 common stock Sale 600 232.9855
USD 0.01 common stock Sale 628 233.8151
USD 0.01 common stock Sale 1,000 233.3124
USD 0.01 common stock Sale 1,075 233.3291
USD 0.01 common stock Sale 1,200 233.3317
USD 0.01 common stock Sale 1,500 233.9850
USD 0.01 common stock Sale 1,700 233.3462
USD 0.01 common stock Sale 1,805 233.3954
USD 0.01 common stock Sale 1,814 233.5008
USD 0.01 common stock Sale 2,033 233.5704
USD 0.01 common stock Sale 2,301 233.2474
USD 0.01 common stock Sale 3,521 233.7562
USD 0.01 common stock Sale 4,368 233.6340
USD 0.01 common stock Sale 4,715 233.4641
USD 0.01 common stock Sale 5,200 232.8740
USD 0.01 common stock Sale 10,900 233.3372
USD 0.01 common stock Sale 13,600 233.0000
USD 0.01 common stock Sale 14,733 233.0300
USD 0.01 common stock Sale 23,394 232.3256
USD 0.01 common stock Sale 24,169 232.9015

(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 Put Options Selling 14,100 200 American 18032016 0.3000

(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: 09 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 -2500 230 American 18032016
USD 0.01 common stock Put Option Purchased -3300 220 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 100 230 American 18032016
USD 0.01 common stock Call Option Purchased 200 250 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 800 270 American 15042016
USD 0.01 common stock Call Option Purchased 900 270 American 17062016
USD 0.01 common stock Call Option Purchased 1400 240 American 15042016
USD 0.01 common stock Call Option Purchased 1600 280 American 17062016
USD 0.01 common stock Call Option Purchased 17900 240 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 1600 250 American 18032016
USD 0.01 common stock Put Option Written 14600 200 American 18032016
USD 0.01 common stock Put Option Written 900 220 American 18032016
USD 0.01 common stock Put Option Written 1300 240 American 18032016
USD 0.01 common stock Put Option Written 1500 195 American 17062016
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
USD 0.01 common stock Call Option Written -3300 260 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/20160309005593/en/

Copyright Business Wire 2016


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