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Form 8.3 - COLFAX CORPORATION

21st Dec 2011 15:07

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) Identity of the person whose positions/dealings are being disclosed: 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

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

COLFAX CORPORATION

(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:

20 December 2011

(f) Has the discloser previously disclosed, or are they today disclosing, under the Code in respect of any other party to this offer?

YES:

CHARTER INTERNATIONAL PLC

2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE

(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: 171,102 0.39% 514,001 1.18%
(2) Derivatives (other than
options): 308,047 0.70% 0 0.00%
(3) Options and agreements to
purchase/sell: 133,333 0.31% 133,333 0.31%
(4) TOTAL:
612,482 1.40% 647,334 1.48%

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, 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 executive options)

Class of relevant security in relation to which subscription right exists:
Details, including nature of the rights concerned and relevant percentages:

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.

3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

(a) Purchases and sales

Class of relevant Purchase/sale Number of Price per unit
security securities
ORD Purchase 50 30.0800 USD
ORD Purchase 67 30.0150 USD
ORD Purchase 100 30.0400 USD
ORD Purchase 100 30.1200 USD
ORD Purchase 100 30.2200 USD
ORD Purchase 100 30.2300 USD
ORD Purchase 100 30.3060 USD
ORD Purchase 200 30.0100 USD
ORD Purchase 296 30.0132 USD
ORD Purchase 300 29.9533 USD
ORD Purchase 300 30.1553 USD
ORD Purchase 300 30.2533 USD
ORD Purchase 400 29.9880 USD
ORD Purchase 500 30.1280 USD
ORD Purchase 500 30.1454 USD
ORD Purchase 500 30.2570 USD
ORD Purchase 600 29.9767 USD
ORD Purchase 600 30.0850 USD
ORD Purchase 800 29.9777 USD
ORD Purchase 800 30.1262 USD
ORD Purchase 1,000 30.0720 USD
ORD Purchase 1,300 30.1476 USD
ORD Purchase 1,399 30.1093 USD
ORD Purchase 2,400 30.1795 USD
ORD Purchase 5,634 30.1645 USD
ORD Purchase 10,834 30.1701 USD
ORD Purchase 17,598 30.1077 USD
ORD Sale 100 29.9900 USD
ORD Sale 100 30.0400 USD
ORD Sale 100 30.0700 USD
ORD Sale 100 30.1500 USD
ORD Sale 100 30.1900 USD
ORD Sale 100 30.3060 USD
ORD Sale 153 30.1100 USD
ORD Sale 200 30.1200 USD
ORD Sale 300 29.9300 USD
ORD Sale 300 29.9533 USD
ORD Sale 300 30.0100 USD
ORD Sale 300 30.0333 USD
ORD Sale 400 29.9880 USD
ORD Sale 800 29.9777 USD
ORD Sale 800 30.1262 USD
ORD Sale 3,299 30.1067 USD
ORD Sale 4,962 30.0952 USD
ORD Sale 10,834 30.1701 USD
ORD Sale 12,630 30.1074 USD

(b) Derivatives transactions (other than options)

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) Options transactions in respect of existing securities

(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) Exercising

Class of relevant security Product description

e.g. call option

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)

The currency of all prices and other monetary amounts should be stated.

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.

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:

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 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"

NONE

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? YES
Date of disclosure: 21 Dec 2011
Contact name: Geoff Smith
Telephone number: 020 7116 2913

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.

143221.01

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

1. KEY INFORMATION

Identity of person whose open positions are being disclosed:

Barclays PLC.

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

COLFAX CORPORATION

2. OPTIONS AND DERIVATIVES

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
ORD Put Options Written -133,333 12.6300 European 6 Jan 2012
ORD Call Options Purchased 133,333 15.7900 European 6 Jan 2012

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 contracts for differences ("CFDs") or spread bets.

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 dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

Copyright Business Wire 2011


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