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FORM 8 (DD) - VANTIV, INC

4th Dec 2017 10:56

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: 01 December 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: 20,326 0.01% 1,557 0.00%
(2) Cash-settled derivatives:
0 0.00% 0 0.00%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 3,200 0.00% 48,500 0.03%
(4)
TOTAL: 23,526 0.01% 50,057 0.03%

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 15 74.9846 USD
USD 0.00001 Class A common Purchase 41 75.2800 USD
USD 0.00001 Class A common Purchase 70 75.2003 USD
USD 0.00001 Class A common Purchase 100 75.3700 USD
USD 0.00001 Class A common Purchase 100 75.0003 USD
USD 0.00001 Class A common Purchase 100 75.1900 USD
USD 0.00001 Class A common Purchase 100 75.2400 USD
USD 0.00001 Class A common Purchase 100 75.1600 USD
USD 0.00001 Class A common Purchase 247 74.6434 USD
USD 0.00001 Class A common Purchase 300 75.2950 USD
USD 0.00001 Class A common Purchase 304 75.0000 USD
USD 0.00001 Class A common Purchase 377 75.0161 USD
USD 0.00001 Class A common Purchase 400 75.1575 USD
USD 0.00001 Class A common Purchase 400 75.3462 USD
USD 0.00001 Class A common Purchase 400 75.1225 USD
USD 0.00001 Class A common Purchase 513 74.9301 USD
USD 0.00001 Class A common Purchase 600 75.1950 USD
USD 0.00001 Class A common Purchase 600 75.3450 USD
USD 0.00001 Class A common Purchase 796 75.1179 USD
USD 0.00001 Class A common Purchase 1,000 75.1610 USD
USD 0.00001 Class A common Purchase 1,200 75.1550 USD
USD 0.00001 Class A common Purchase 1,500 75.1406 USD
USD 0.00001 Class A common Purchase 1,790 75.1300 USD
USD 0.00001 Class A common Purchase 2,000 75.1750 USD
USD 0.00001 Class A common Purchase 2,501 74.3545 USD
USD 0.00001 Class A common Purchase 2,713 75.1749 USD
USD 0.00001 Class A common Purchase 3,600 75.0891 USD
USD 0.00001 Class A common Purchase 4,900 75.0183 USD
USD 0.00001 Class A common Purchase 5,090 75.0010 USD
USD 0.00001 Class A common Purchase 7,518 75.2601 USD
USD 0.00001 Class A common Purchase 8,604 75.0861 USD
USD 0.00001 Class A common Purchase 8,900 75.0664 USD
USD 0.00001 Class A common Purchase 14,900 75.0884 USD
USD 0.00001 Class A common Purchase 47,873 75.1002 USD
USD 0.00001 Class A common Sale 27 75.1701 USD
USD 0.00001 Class A common Sale 41 75.2800 USD
USD 0.00001 Class A common Sale 70 75.2003 USD
USD 0.00001 Class A common Sale 97 75.1700 USD
USD 0.00001 Class A common Sale 99 74.9500 USD
USD 0.00001 Class A common Sale 100 74.9900 USD
USD 0.00001 Class A common Sale 100 75.0003 USD
USD 0.00001 Class A common Sale 100 75.0200 USD
USD 0.00001 Class A common Sale 100 75.1400 USD
USD 0.00001 Class A common Sale 100 75.2200 USD
USD 0.00001 Class A common Sale 100 75.2900 USD
USD 0.00001 Class A common Sale 189 75.2305 USD
USD 0.00001 Class A common Sale 200 75.3275 USD
USD 0.00001 Class A common Sale 200 75.3650 USD
USD 0.00001 Class A common Sale 200 75.1850 USD
USD 0.00001 Class A common Sale 200 75.1150 USD
USD 0.00001 Class A common Sale 300 75.0300 USD
USD 0.00001 Class A common Sale 300 75.1901 USD
USD 0.00001 Class A common Sale 300 75.1866 USD
USD 0.00001 Class A common Sale 400 74.9100 USD
USD 0.00001 Class A common Sale 400 75.3300 USD
USD 0.00001 Class A common Sale 600 75.1600 USD
USD 0.00001 Class A common Sale 600 75.1950 USD
USD 0.00001 Class A common Sale 700 75.2164 USD
USD 0.00001 Class A common Sale 800 75.1461 USD
USD 0.00001 Class A common Sale 800 75.1937 USD
USD 0.00001 Class A common Sale 1,001 75.1288 USD
USD 0.00001 Class A common Sale 1,778 75.1300 USD
USD 0.00001 Class A common Sale 2,400 75.0991 USD
USD 0.00001 Class A common Sale 2,501 74.3545 USD
USD 0.00001 Class A common Sale 2,600 75.1750 USD
USD 0.00001 Class A common Sale 3,400 75.0648 USD
USD 0.00001 Class A common Sale 4,300 75.0908 USD
USD 0.00001 Class A common Sale 4,600 75.1195 USD
USD 0.00001 Class A common Sale 5,870 75.0932 USD
USD 0.00001 Class A common Sale 7,400 75.0626 USD
USD 0.00001 Class A common Sale 7,603 75.0252 USD
USD 0.00001 Class A common Sale 7,718 75.2809 USD
USD 0.00001 Class A common Sale 8,604 75.0861 USD
USD 0.00001 Class A common Sale 9,100 75.0700 USD
USD 0.00001 Class A common Sale 10,900 75.1371 USD
USD 0.00001 Class A common Sale 30,503 75.0737 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 500 75 USD American 15 Dec 2017 0.8000 USD
USD 0.00001 Class A common Put Options Purchasing 3,000 70 USD American 16 Feb 2018 1.0750 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: 4 Dec 2017
Contact name: Jay Supaya
Telephone number: 0207 773 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 Call Options Written -300 60.0000 American 18 May 2018
USD 0.00001 Class A common Put Options Written 200 70.0000 American 18 May 2018
USD 0.00001 Class A common Put Options Purchased -100 50.0000 American 18 May 2018
USD 0.00001 Class A common Call Options Purchased 2,000 60.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -200 75.0000 American 19 Jan 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 -14,500 75.0000 American 15 Dec 2017
USD 0.00001 Class A common Put Options Purchased -100 35.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -100 80.0000 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 -1,500 70.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -3,900 70.0000 American 15 Dec 2017
USD 0.00001 Class A common Call Options Written -5,700 75.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -15,500 70.0000 American 18 May 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 -500 105.0000 American 18 Jan 2019
USD 0.00001 Class A common Call Options Purchased 600 65.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -200 70.0000 American 19 Jan 2018
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 -2,000 45.0000 American 16 Feb 2018
USD 0.00001 Class A common Put Options Purchased -3,000 70.0000 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/20171204005423/en/

Copyright Business Wire 2017


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