Form 8.3 - BG Group

15th Oct 2015 15:42

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 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		BG Group
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:
(e) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure		14 Oct 2015
(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 ROYAL DUTCH SHELL PLC

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 (if any)

Class of relevant security:						ORD
						Interests				Short Positions
						Number		(%)		Number		(%)
(1)		Relevant securities owned
		and/or controlled:				28,445,832		0.83%		25,909,641		0.76%
(2)		Cash-settled derivatives:
						6,286,900		0.18%		16,944,446		0.50%
(3)		Stock-settled derivatives (including options)
		and agreements to purchase/sell:				0		0.00%		0		0.00%
(4)
		TOTAL:				34,732,732		1.02%		42,854,087		1.25%

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).

(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 (IF ANY) 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

Class of relevant

Purchase/sale

Number of

Price per unit

security

securities

ORD

Purchase

91

10.6550 GBP

ORD

Purchase

100

10.6800 GBP

ORD

Purchase

204

10.6650 GBP

ORD

Purchase

283

10.7100 GBP

ORD

Purchase

301

10.6900 GBP

ORD

Purchase

312

10.7173 GBP

ORD

Purchase

321

10.7475 GBP

ORD

Purchase

401

10.6950 GBP

ORD

Purchase

536

10.7417 GBP

ORD

Purchase

996

10.7350 GBP

ORD

Purchase

1,089

10.6918 GBP

ORD

Purchase

1,428

10.6890 GBP

ORD

Purchase

2,500

10.7450 GBP

ORD

Purchase

2,835

10.7305 GBP

ORD

Purchase

3,614

10.7250 GBP

ORD

Purchase

4,943

10.7315 GBP

ORD

Purchase

5,072

10.7200 GBP

ORD

Purchase

5,534

10.7090 GBP

ORD

Purchase

10,621

10.7009 GBP

ADR

Purchase

13,600

16.6595 USD

ORD

Purchase

15,865

10.6842 GBP

ORD

Purchase

16,593

10.6969 GBP

ORD

Purchase

46,430

10.7150 GBP

ORD

Purchase

70,623

10.6705 GBP

ORD

Purchase

75,917

10.6845 GBP

ORD

Purchase

462,468

10.7000 GBP

ORD

Sale

39

10.6560 GBP

ORD

Sale

92

10.6550 GBP

ORD

Sale

100

10.6800 GBP

ORD

Sale

182

10.6786 GBP

ORD

Sale

204

10.6650 GBP

ORD

Sale

301

10.6900 GBP

ORD

Sale

321

10.7475 GBP

ORD

Sale

352

10.6902 GBP

ORD

Sale

401

10.6950 GBP

ORD

Sale

500

10.7068 GBP

ORD

Sale

533

10.7425 GBP

ORD

Sale

604

10.7350 GBP

ORD

Sale

1,243

10.7200 GBP

ORD

Sale

1,857

10.7077 GBP

ORD

Sale

2,040

10.7129 GBP

ORD

Sale

2,500

10.7450 GBP

ORD

Sale

3,394

10.6827 GBP

ORD

Sale

4,566

10.7100 GBP

ORD

Sale

5,328

10.7250 GBP

ORD

Sale

5,944

10.6885 GBP

ADR

Sale

13,600

16.6595 USD

ORD

Sale

17,572

10.7150 GBP

ORD

Sale

20,474

10.6960 GBP

ORD

Sale

27,676

10.6693 GBP

ORD

Sale

50,259

10.7153 GBP

ORD

Sale

88,802

10.6868 GBP

(b)

Cash-settled derivative transactions

Class of

Product

Nature of dealing

Number of

Price per

relevant

description

reference

unit

security

securities

ORD

SWAP

Long

979

10.7125 GBP

ORD

CFD

Long

1,857

10.7077 GBP

ORD

CFD

Long

3,394

10.6827 GBP

ORD

SWAP

Long

26,311

10.7151 GBP

ORD

CFD

Long

75,652

10.6966 GBP

ORD

SWAP

Long

77,780

10.6676 GBP

ORD

CFD

Short

536

10.7417 GBP

ORD

SWAP

Short

3,394

10.6970 GBP

ORD

SWAP

Short

6,016

10.6882 GBP

ORD

CFD

Short

6,800

10.7320 GBP

ORD

CFD

Short

8,437

10.6741 GBP

ORD

CFD

Short

32,212

10.7250 GBP

ORD

SWAP

Short

68,466

10.6726 GBP

ORD

SWAP

Short

80,495

10.6768 GBP

NB: The below transactions which were previously disclosed have been cancelled

Class of

Product

Nature of dealing

Number of

Price per

relevant

description

reference

unit

security

securities

ORD

CFD

Long

37,826

10.6966 GBP

ORD

CFD

Short

16,106

10.7250 GBP

(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 person making the disclosure and any party to the offer or any person acting in concert with a party to the offer: 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 person 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

Is a Supplemental Form 8 (Open Positions) attached?

NO

Date of disclosure:		15 Oct 2015
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 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 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/20151015006101/en/

Copyright Business Wire 2015

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