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Form 8 (DD) - Intercontinental Exchange, Inc.

12th Apr 2016 11:52

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: 11 April 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: 52,540 0.04 7,997 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: 26,700 0.02 8,700 0.01

TOTAL:

82,912 0.07 46,697 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 1 234.3600
USD 0.01 common stock Purchase 6 234.2400
USD 0.01 common stock Purchase 6 234.2199
USD 0.01 common stock Purchase 8 234.8300
USD 0.01 common stock Purchase 12 233.0300
USD 0.01 common stock Purchase 31 233.2190
USD 0.01 common stock Purchase 32 232.7300
USD 0.01 common stock Purchase 86 232.6800
USD 0.01 common stock Purchase 97 232.5300
USD 0.01 common stock Purchase 138 232.9900
USD 0.01 common stock Purchase 144 232.5972
USD 0.01 common stock Purchase 150 234.2100
USD 0.01 common stock Purchase 200 233.9750
USD 0.01 common stock Purchase 200 232.3000
USD 0.01 common stock Purchase 300 232.6567
USD 0.01 common stock Purchase 400 232.6213
USD 0.01 common stock Purchase 434 232.3311
USD 0.01 common stock Purchase 458 233.1945
USD 0.01 common stock Purchase 500 232.1780
USD 0.01 common stock Purchase 600 232.7283
USD 0.01 common stock Purchase 881 233.5221
USD 0.01 common stock Purchase 932 233.2736
USD 0.01 common stock Purchase 1,000 232.7610
USD 0.01 common stock Purchase 1,161 232.9292
USD 0.01 common stock Purchase 1,600 232.6502
USD 0.01 common stock Purchase 26,770 232.4800
USD 0.01 common stock Sale 1 234.5001
USD 0.01 common stock Sale 6 234.2400
USD 0.01 common stock Sale 7 232.1100
USD 0.01 common stock Sale 11 232.5600
USD 0.01 common stock Sale 13 234.0800
USD 0.01 common stock Sale 22 233.1400
USD 0.01 common stock Sale 27 232.6500
USD 0.01 common stock Sale 31 233.1200
USD 0.01 common stock Sale 31 233.2190
USD 0.01 common stock Sale 69 232.9900
USD 0.01 common stock Sale 100 233.6420
USD 0.01 common stock Sale 107 232.6332
USD 0.01 common stock Sale 150 234.2100
USD 0.01 common stock Sale 200 233.2500
USD 0.01 common stock Sale 200 234.2250
USD 0.01 common stock Sale 200 233.6050
USD 0.01 common stock Sale 200 233.1950
USD 0.01 common stock Sale 200 233.2088
USD 0.01 common stock Sale 221 232.8273
USD 0.01 common stock Sale 300 232.4633
USD 0.01 common stock Sale 400 233.3850
USD 0.01 common stock Sale 500 232.7210
USD 0.01 common stock Sale 800 233.0888
USD 0.01 common stock Sale 1,100 232.6180
USD 0.01 common stock Sale 1,212 232.6253
USD 0.01 common stock Sale 1,600 232.5050
USD 0.01 common stock Sale 1,976 233.1095
USD 0.01 common stock Sale 26,907 232.4800

(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
USD 0.01 common stock Call Options

(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: 12 April 2016
Contact name: Femi Badmos
Telephone number: 020 3555 1125

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 Type

e.g. American, European etc.

Expiry date
USD 0.01 common stock Call Option Written -600 250 American 15042016
USD 0.01 common stock Call Option Written -300 220 American 16092016
USD 0.01 common stock Call Option Written -1000 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 2000 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 -1000 220 American 20052016
USD 0.01 common stock Put Option Purchased -2000 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 1600 250 American 17062016
USD 0.01 common stock Put Option Written 8800 200 American 15042016
USD 0.01 common stock Put Option Written 100 230 American 20052016
USD 0.01 common stock Put Option Written 1000 240 American 20052016
USD 0.01 common stock Put Option Written 100 130 American 16092016
USD 0.01 common stock Put Option Written 400 140 American 16092016
USD 0.01 common stock Put Option Written 200 150 American 16092016
USD 0.01 common stock Put Option Written 100 170 American 16092016

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/20160412005711/en/

Copyright Business Wire 2016


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