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FORM 8 (DD) - VANTIV INC

7th Nov 2017 13:35

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 interest and short
positions disclosed, if different from 1(a):
(c) Name of offeror/offeree in relation to whose VANTIV INC
relevant securities this form relates:
(d) Status of person making the disclosure: CONNECTED TO OFFEREE
(e) Date position held/dealing undertaken: 06 November 2017
(f) In addition to the company in 1(c) above, is the discloser making NO
disclosures in respect of any other party to the offer?

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: USD 0.00001 Class A common
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 8,011 0.00% 39 0.00%
(2) Cash-settled derivatives:
0 0.00% 0 0.00%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 9,100 0.01% 22,200 0.01%
TOTAL: 17,111 0.01% 22,239 0.01%

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 Purchase/sale Number of Price per unit
security securities
USD 0.00001 Class A common Purchase 88 69.0243 USD
USD 0.00001 Class A common Purchase 100 69.1800 USD
USD 0.00001 Class A common Purchase 100 69.2650 USD
USD 0.00001 Class A common Purchase 200 69.3950 USD
USD 0.00001 Class A common Purchase 200 69.3200 USD
USD 0.00001 Class A common Purchase 400 69.3600 USD
USD 0.00001 Class A common Purchase 600 69.3100 USD
USD 0.00001 Class A common Purchase 700 69.3971 USD
USD 0.00001 Class A common Purchase 2,870 69.2577 USD
USD 0.00001 Class A common Purchase 3,140 69.2708 USD
USD 0.00001 Class A common Purchase 3,300 69.2743 USD
USD 0.00001 Class A common Purchase 4,600 69.3004 USD
USD 0.00001 Class A common Purchase 10,800 69.2808 USD
USD 0.00001 Class A common Purchase 10,900 69.2803 USD
USD 0.00001 Class A common Purchase 21,651 69.2881 USD
USD 0.00001 Class A common Purchase 323,174 69.3700 USD
USD 0.00001 Class A common Sale 75 68.9800 USD
USD 0.00001 Class A common Sale 100 69.2600 USD
USD 0.00001 Class A common Sale 100 69.3600 USD
USD 0.00001 Class A common Sale 100 69.3100 USD
USD 0.00001 Class A common Sale 200 69.2650 USD
USD 0.00001 Class A common Sale 200 69.3300 USD
USD 0.00001 Class A common Sale 300 69.3066 USD
USD 0.00001 Class A common Sale 300 69.2833 USD
USD 0.00001 Class A common Sale 300 69.2925 USD
USD 0.00001 Class A common Sale 370 69.2316 USD
USD 0.00001 Class A common Sale 400 69.2887 USD
USD 0.00001 Class A common Sale 432 69.2700 USD
USD 0.00001 Class A common Sale 500 69.3620 USD
USD 0.00001 Class A common Sale 500 69.2670 USD
USD 0.00001 Class A common Sale 513 69.2527 USD
USD 0.00001 Class A common Sale 593 69.2850 USD
USD 0.00001 Class A common Sale 900 69.3966 USD
USD 0.00001 Class A common Sale 900 69.3127 USD
USD 0.00001 Class A common Sale 1,100 69.2431 USD
USD 0.00001 Class A common Sale 1,386 69.2214 USD
USD 0.00001 Class A common Sale 3,200 69.2721 USD
USD 0.00001 Class A common Sale 3,500 69.2615 USD
USD 0.00001 Class A common Sale 4,551 69.2462 USD
USD 0.00001 Class A common Sale 4,600 69.3004 USD
USD 0.00001 Class A common Sale 5,697 69.2856 USD
USD 0.00001 Class A common Sale 8,917 69.3194 USD
USD 0.00001 Class A common Sale 10,400 69.2844 USD
USD 0.00001 Class A common Sale 11,000 69.2802 USD
USD 0.00001 Class A common Sale 321,689 69.3700 USD

(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 Product Writing, Number Exercise Type Expiry Option
of description purchasing, of price date money
relevant selling, securities per unit paid/
security varying etc to which received
option per unit
relates
USD 0.00001 Class A common Call Options Purchasing 400 75 USD American 16 Feb 2018 0.9700 USD
USD 0.00001 Class A common Call Options Selling 400 70 USD American 17 Nov 2017 0.6000 USD

(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”

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) YES
Supplemental Form 8 (SBL) NO
Date of disclosure: 7 Nov 2017
Contact name: Jay Supaya
Telephone number: 020 7773 0635

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

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

Identity of the person whose positions/dealings Barclays PLC.
are being disclosed:
Name of offeror/offeree in relation to whose VANTIV INC
relevant securities this from relates:

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class Product Writing, Number Exercise Type Expiry
of description purchasing, of price date
relevant selling, securities per unit
security varying etc to which
option
relates
USD 0.00001 Class A common Put Options Written 1,800 70.0000 American 17 Nov 2017
USD 0.00001 Class A common Put Options Purchased -100 50.0000 American 18 May 2018
USD 0.00001 Class A common Put Options Written 2,400 60.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Purchased 2,000 60.0000 American 16 Feb 2018
USD 0.00001 Class A common Put Options Purchased -400 75.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -3,700 75.0000 American 17 Nov 2017
USD 0.00001 Class A common Put Options Purchased -100 35.0000 American 16 Feb 2018
USD 0.00001 Class A common Put Options Purchased -200 65.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -200 85.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -200 75.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -200 80.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Written -500 70.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -1,000 70.0000 American 18 May 2018
USD 0.00001 Class A common Call Options Purchased 1,500 70.0000 American 17 Nov 2017
USD 0.00001 Class A common Put Options Written 400 70.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -500 105.0000 American 18 Jan 2019
USD 0.00001 Class A common Call Options Written -11,400 65.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Purchased 600 65.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Purchased 400 60.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Written -100 50.0000 American 16 Feb 2018
USD 0.00001 Class A common Put Options Purchased -1,600 65.0000 American 17 Nov 2017
USD 0.00001 Class A common Put Options Purchased -2,000 45.0000 American 16 Feb 2018

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/20171107005984/en/

Copyright Business Wire 2017


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