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Form 8 (DD) - VANTIV INC

19th Oct 2017 11:49

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

VANTIV 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 OFFEREE

(e) Date dealing undertaken:

18 Oct 2017

(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

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 0
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 4,911 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: 9,800 0.01% 19,300 0.01%
(4)
TOTAL: 14,711 0.01% 19,339 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 3 68.9800 USD
USD 0.00001 Class A common Purchase 21 69.0000 USD
USD 0.00001 Class A common Purchase 52 69.1213 USD
USD 0.00001 Class A common Purchase 100 69.3500 USD
USD 0.00001 Class A common Purchase 100 68.9300 USD
USD 0.00001 Class A common Purchase 100 68.9900 USD
USD 0.00001 Class A common Purchase 120 68.9986 USD
USD 0.00001 Class A common Purchase 200 69.1387 USD
USD 0.00001 Class A common Purchase 200 69.2200 USD
USD 0.00001 Class A common Purchase 253 69.0880 USD
USD 0.00001 Class A common Purchase 300 68.9633 USD
USD 0.00001 Class A common Purchase 300 69.3800 USD
USD 0.00001 Class A common Purchase 400 69.3212 USD
USD 0.00001 Class A common Purchase 556 69.2566 USD
USD 0.00001 Class A common Purchase 582 68.9316 USD
USD 0.00001 Class A common Purchase 600 69.2533 USD
USD 0.00001 Class A common Purchase 900 69.1331 USD
USD 0.00001 Class A common Purchase 900 69.0604 USD
USD 0.00001 Class A common Purchase 1,000 68.9450 USD
USD 0.00001 Class A common Purchase 1,800 69.1877 USD
USD 0.00001 Class A common Purchase 2,100 69.1219 USD
USD 0.00001 Class A common Purchase 2,261 68.9345 USD
USD 0.00001 Class A common Purchase 2,818 69.1954 USD
USD 0.00001 Class A common Purchase 5,102 68.9650 USD
USD 0.00001 Class A common Purchase 5,339 68.9440 USD
USD 0.00001 Class A common Purchase 5,800 68.9277 USD
USD 0.00001 Class A common Purchase 6,200 68.9843 USD
USD 0.00001 Class A common Purchase 6,800 68.9861 USD
USD 0.00001 Class A common Purchase 7,096 68.9718 USD
USD 0.00001 Class A common Purchase 7,288 69.1225 USD
USD 0.00001 Class A common Purchase 8,000 69.2637 USD
USD 0.00001 Class A common Purchase 9,622 69.0945 USD
USD 0.00001 Class A common Purchase 15,500 68.9331 USD
USD 0.00001 Class A common Purchase 30,933 69.0725 USD
USD 0.00001 Class A common Purchase 39,200 69.1585 USD
USD 0.00001 Class A common Purchase 46,300 69.0668 USD
USD 0.00001 Class A common Purchase 300,100 68.9600 USD
USD 0.00001 Class A common Sale 3 68.9800 USD
USD 0.00001 Class A common Sale 100 69.0600 USD
USD 0.00001 Class A common Sale 200 69.3000 USD
USD 0.00001 Class A common Sale 300 69.0333 USD
USD 0.00001 Class A common Sale 400 68.9850 USD
USD 0.00001 Class A common Sale 800 69.2450 USD
USD 0.00001 Class A common Sale 1,049 69.2016 USD
USD 0.00001 Class A common Sale 1,502 68.9693 USD
USD 0.00001 Class A common Sale 3,100 68.9574 USD
USD 0.00001 Class A common Sale 4,800 68.9809 USD
USD 0.00001 Class A common Sale 5,467 69.0411 USD
USD 0.00001 Class A common Sale 6,400 69.0346 USD
USD 0.00001 Class A common Sale 17,153 69.4015 USD
USD 0.00001 Class A common Sale 39,472 69.0986 USD
USD 0.00001 Class A common Sale 54,700 69.0893 USD
USD 0.00001 Class A common Sale 73,500 68.9801 USD
USD 0.00001 Class A common Sale 300,000 68.9600 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 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”

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:

19 October 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

Full name of person making disclosure:

Barclays PLC.

Name of offeror/offeree in relation to whose relevant securities the disclosure relates:

VANTIV INC

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 800 70.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Written -100 70.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Written -100 75.0000 American 20 Oct 2017
USD 0.00001 Class A common Put Options Written 3,200 70.0000 American 20 Oct 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 -1,700 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 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 -600 75.0000 American 16 Feb 2018
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 -11,500 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 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/20171019005656/en/

Copyright Business Wire 2017


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