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| 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 |
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| (a) Full name of discloser: | Citadel Group | (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 | JOHN WOOD GROUP PLC | (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 | 13 March, 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" | AMEC FOSTER WHEELER PLC |
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| 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) |
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| Class of relevant security: | Common Stock ISIN GB00B5N0P849 |
| Interests | Short Positions |
| Number | % | Number | % | (1) Relevant securities owned and/or controlled: | 1,252 | 0.00 | 0 | 0.00 | (2) Cash-settled derivatives: | 5,509,748 | 1.45 | 0 | 0.00 | (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 0 | 0.00 | 0 | 0.00 | TOTAL: | 5,511,000 | 1.45 | 0 | 0.00 |
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| | | | | | | | | |
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| 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) |
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| Class of relevant security in relation to which subscription right exists: |
| Details, including nature of the rights concerned and relevant percentages: |
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| 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 |
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| Class of relevant security ISIN GB00B5N0P849 | Purchase/sale | Number of securities | Price per unit | Common Stock | Purchase | 738 | 7.615 GBP | Common Stock | Purchase | 5,530 | 7.62 GBP | Common Stock | Purchase | 26,648 | 7.625 GBP | Common Stock | Purchase | 35,303 | 7.63 GBP | Common Stock | Purchase | 14,986 | 7.635 GBP | Common Stock | Purchase | 5,995 | 7.64 GBP | Common Stock | Purchase | 12,796 | 7.645 GBP | Common Stock | Purchase | 5,244 | 7.65 GBP | Common Stock | Purchase | 3,845 | 7.655 GBP | Common Stock | Purchase | 2,412 | 7.66 GBP | Common Stock | Purchase | 8,500 | 7.665 GBP | Common Stock | Purchase | 519 | 7.67 GBP | Common Stock | Purchase | 340 | 7.675 GBP | Common Stock | Purchase | 6,433 | 7.68 GBP | Common Stock | Purchase | 12,860 | 7.685 GBP | Common Stock | Purchase | 25,216 | 7.69 GBP | Common Stock | Purchase | 14,435 | 7.695 GBP | Common Stock | Purchase | 6,613 | 7.7 GBP | Common Stock | Purchase | 5,519 | 7.705 GBP | Common Stock | Purchase | 14,370 | 7.71 GBP | Common Stock | Purchase | 10,008 | 7.715 GBP | Common Stock | Purchase | 16,135 | 7.72 GBP | Common Stock | Purchase | 736 | 7.725 GBP | Common Stock | Purchase | 2,314 | 7.73 GBP | Common Stock | Purchase | 2,762 | 7.735 GBP | Common Stock | Purchase | 6,910 | 7.74 GBP | Common Stock | Purchase | 14,399 | 7.745 GBP | Common Stock | Purchase | 9,972 | 7.75 GBP | Common Stock | Purchase | 7,841 | 7.755 GBP | Common Stock | Purchase | 7,684 | 7.76 GBP | Common Stock | Purchase | 1,220 | 7.765 GBP | Common Stock | Purchase | 13,068 | 7.77 GBP | Common Stock | Purchase | 5,599 | 7.775 GBP | Common Stock | Purchase | 852 | 7.78 GBP | Common Stock | Purchase | 2,875 | 7.785 GBP | Common Stock | Purchase | 1,584 | 7.79 GBP | Common Stock | Purchase | 3,838 | 7.795 GBP | Common Stock | Purchase | 352 | 7.8 GBP | Common Stock | Purchase | 1,440 | 7.805 GBP | Common Stock | Purchase | 1,760 | 7.81 GBP | Common Stock | Purchase | 705 | 7.815 GBP | Common Stock | Purchase | 889 | 7.82 GBP | Common Stock | Purchase | 3,850 | 7.825 GBP | Common Stock | Purchase | 5,266 | 7.83 GBP | Common Stock | Purchase | 2,248 | 7.835 GBP | Common Stock | Purchase | 2,318 | 7.84 GBP | Common Stock | Purchase | 7,403 | 7.845 GBP | Common Stock | Purchase | 1,664 | 7.85 GBP | Common Stock | Purchase | 760 | 7.855 GBP | Common Stock | Purchase | 240 | 7.86 GBP | Common Stock | Purchase | 543 | 7.865 GBP | Common Stock | Purchase | 143 | 7.9 GBP | Common Stock | Purchase | 236 | 7.905 GBP | Common Stock | Purchase | 556 | 7.91 GBP | Common Stock | Purchase | 284 | 7.915 GBP | Common Stock | Purchase | 4,312 | 7.92 GBP | Common Stock | Purchase | 861 | 7.925 GBP | Common Stock | Purchase | 1,641 | 7.93 GBP | Common Stock | Purchase | 178 | 7.935 GBP | Common Stock | Purchase | 955 | 7.94 GBP | Common Stock | Purchase | 2,144 | 7.945 GBP | Common Stock | Purchase | 860 | 7.95 GBP | Common Stock | Purchase | 1,207 | 7.96 GBP | Common Stock | Purchase | 710 | 7.965 GBP | Common Stock | Purchase | 2,581 | 7.97 GBP | Common Stock | Purchase | 577 | 7.975 GBP | Common Stock | Purchase | 4,676 | 7.98 GBP | Common Stock | Purchase | 3,740 | 7.985 GBP | Common Stock | Purchase | 4,110 | 7.99 GBP | Common Stock | Purchase | 1,710 | 7.995 GBP | Common Stock | Purchase | 860 | 8 GBP | Common Stock | Purchase | 3,125 | 8.005 GBP | Common Stock | Purchase | 12,091 | 8.01 GBP | Common Stock | Purchase | 3,013 | 8.015 GBP | Common Stock | Purchase | 1,664 | 8.02 GBP | Common Stock | Purchase | 2,929 | 8.025 GBP | Common Stock | Purchase | 2,288 | 8.03 GBP | Common Stock | Purchase | 2,326 | 8.035 GBP | Common Stock | Purchase | 343 | 8.04 GBP | Common Stock | Purchase | 860 | 8.045 GBP | Common Stock | Purchase | 1,103 | 8.05 GBP | Common Stock | Purchase | 681 | 8.055 GBP | Common Stock | Purchase | 530 | 8.065 GBP | Common Stock | Purchase | 500 | 8.075 GBP | Common Stock | Sale | -1,576 | 7.615 GBP | Common Stock | Sale | -1,020 | 7.62 GBP | Common Stock | Sale | -6,699 | 7.625 GBP | Common Stock | Sale | -117 | 7.6275 GBP | Common Stock | Sale | -8,142 | 7.63 GBP | Common Stock | Sale | -6,120 | 7.635 GBP | Common Stock | Sale | -6,350 | 7.64 GBP | Common Stock | Sale | -1,767 | 7.645 GBP | Common Stock | Sale | -6,432 | 7.65 GBP | Common Stock | Sale | -4,392 | 7.655 GBP | Common Stock | Sale | -17,872 | 7.66 GBP | Common Stock | Sale | -1,057 | 7.665 GBP | Common Stock | Sale | -9,964 | 7.67 GBP | Common Stock | Sale | -8,241 | 7.675 GBP | Common Stock | Sale | -4,512 | 7.68 GBP | Common Stock | Sale | -33,929 | 7.685 GBP | Common Stock | Sale | -16,767 | 7.69 GBP | Common Stock | Sale | -7,033 | 7.695 GBP | Common Stock | Sale | -10,364 | 7.7 GBP | Common Stock | Sale | -25,980 | 7.705 GBP | Common Stock | Sale | -22,327 | 7.71 GBP | Common Stock | Sale | -4,078 | 7.715 GBP | Common Stock | Sale | -9,399 | 7.72 GBP | Common Stock | Sale | -569 | 7.725 GBP | Common Stock | Sale | -3,034 | 7.73 GBP | Common Stock | Sale | -4,231 | 7.735 GBP | Common Stock | Sale | -10,279 | 7.74 GBP | Common Stock | Sale | -2,419 | 7.745 GBP | Common Stock | Sale | -9,836 | 7.75 GBP | Common Stock | Sale | -5,479 | 7.755 GBP | Common Stock | Sale | -6,349 | 7.76 GBP | Common Stock | Sale | -5,900 | 7.765 GBP | Common Stock | Sale | -2,459 | 7.77 GBP | Common Stock | Sale | -6,940 | 7.775 GBP | Common Stock | Sale | -2,935 | 7.78 GBP | Common Stock | Sale | -4,250 | 7.785 GBP | Common Stock | Sale | -1,061 | 7.79 GBP | Common Stock | Sale | -120 | 7.795 GBP | Common Stock | Sale | -2,074 | 7.8 GBP | Common Stock | Sale | -2,637 | 7.805 GBP | Common Stock | Sale | -6,935 | 7.81 GBP | Common Stock | Sale | -2,564 | 7.815 GBP | Common Stock | Sale | -2,356 | 7.82 GBP | Common Stock | Sale | -1,493 | 7.825 GBP | Common Stock | Sale | -851 | 7.83 GBP | Common Stock | Sale | -1,626 | 7.835 GBP | Common Stock | Sale | -642 | 7.84 GBP | Common Stock | Sale | -5,178 | 7.845 GBP | Common Stock | Sale | -5,485 | 7.85 GBP | Common Stock | Sale | -1,922 | 7.855 GBP | Common Stock | Sale | -557 | 7.86 GBP | Common Stock | Sale | -656 | 7.865 GBP | Common Stock | Sale | -600 | 7.87 GBP | Common Stock | Sale | -763 | 7.9 GBP | Common Stock | Sale | -1,202 | 7.905 GBP | Common Stock | Sale | -2,239 | 7.91 GBP | Common Stock | Sale | -300 | 7.915 GBP | Common Stock | Sale | -3,567 | 7.92 GBP | Common Stock | Sale | -1,167 | 7.925 GBP | Common Stock | Sale | -654 | 7.935 GBP | Common Stock | Sale | -619 | 7.94 GBP | Common Stock | Sale | -1,311 | 7.945 GBP | Common Stock | Sale | -694 | 7.95 GBP | Common Stock | Sale | -1,138 | 7.955 GBP | Common Stock | Sale | -473 | 7.96 GBP | Common Stock | Sale | -1,469 | 7.96375 GBP | Common Stock | Sale | -10,881 | 7.965 GBP | Common Stock | Sale | -231 | 7.97 GBP | Common Stock | Sale | -396 | 7.975 GBP | Common Stock | Sale | -427 | 7.98 GBP | Common Stock | Sale | -647 | 7.985 GBP | Common Stock | Sale | -2,173 | 7.99 GBP | Common Stock | Sale | -2,114 | 7.995 GBP | Common Stock | Sale | -16,979 | 8 GBP | Common Stock | Sale | -1,743 | 8.005 GBP | Common Stock | Sale | -6,159 | 8.01 GBP | Common Stock | Sale | -3,805 | 8.015 GBP | Common Stock | Sale | -7,538 | 8.02 GBP | Common Stock | Sale | -4,356 | 8.025 GBP | Common Stock | Sale | -5,896 | 8.03 GBP | Common Stock | Sale | -9,226 | 8.035 GBP | Common Stock | Sale | -7,826 | 8.04 GBP | Common Stock | Sale | -3,183 | 8.045 GBP | Common Stock | Sale | -5,253 | 8.05 GBP | Common Stock | Sale | -780 | 8.055 GBP | Common Stock | Sale | -1,524 | 8.06 GBP | Common Stock | Sale | -853 | 8.065 GBP | Common Stock | Sale | -1,943 | 8.07 GBP | Common Stock | Sale | -3,328 | 8.075 GBP | Common Stock | Sale | -13,348 | 8.08 GBP | Common Stock | Sale | -7,240 | 8.085 GBP | Common Stock | Sale | -1,422 | 8.09 GBP | Common Stock | Sale | -1,618 | 8.095 GBP | Common Stock | Sale | -3,236 | 8.1 GBP |
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| (b) Cash-settled derivative transactions |
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| Class of relevant security ISIN GB00B5N0P849 | 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 | Common Stock | CFD | Increasing long position | 6,284 | 7.64138 GBP | Common Stock | CFD | Increasing long position | 16,156 | 7.641411 GBP | Common Stock | CFD | Increasing long position | 9,064 | 7.652932 GBP | Common Stock | CFD | Increasing long position | 3,526 | 7.652933 GBP | Common Stock | CFD | Increasing long position | 1,645 | 7.652935 GBP | Common Stock | CFD | Increasing long position | 4,233 | 7.652935 GBP | Common Stock | CFD | Increasing long position | 19,844 | 7.666535 GBP | Common Stock | CFD | Increasing long position | 51,014 | 7.666548 GBP | Common Stock | CFD | Increasing long position | 4,226 | 7.676726 GBP | Common Stock | CFD | Increasing long position | 10,866 | 7.676729 GBP | Common Stock | CFD | Increasing long position | 1,872 | 7.684386 GBP | Common Stock | CFD | Increasing long position | 728 | 7.684396 GBP | Common Stock | CFD | Increasing long position | 2,059 | 7.69059 GBP | Common Stock | CFD | Increasing long position | 5,292 | 7.690595 GBP | Common Stock | CFD | Increasing long position | 40,289 | 7.692724 GBP | Common Stock | CFD | Increasing long position | 15,671 | 7.692727 GBP | Common Stock | CFD | Increasing long position | 30,772 | 7.697347 GBP | Common Stock | CFD | Increasing long position | 79,116 | 7.697356 GBP | Common Stock | CFD | Increasing long position | 2,338 | 7.697831 GBP | Common Stock | CFD | Increasing long position | 6,013 | 7.697874 GBP | Common Stock | CFD | Increasing long position | 15,466 | 7.699396 GBP | Common Stock | CFD | Increasing long position | 6,016 | 7.699408 GBP | Common Stock | CFD | Increasing long position | 77,581 | 7.704056 GBP | Common Stock | CFD | Increasing long position | 199,454 | 7.70406 GBP | Common Stock | CFD | Increasing long position | 7,956 | 7.705076 GBP | Common Stock | CFD | Increasing long position | 20,454 | 7.705089 GBP | Common Stock | CFD | Increasing long position | 1,985 | 7.708463 GBP | Common Stock | CFD | Increasing long position | 5,109 | 7.708466 GBP | Common Stock | CFD | Increasing long position | 20,784 | 7.708666 GBP | Common Stock | CFD | Increasing long position | 53,430 | 7.708667 GBP | Common Stock | CFD | Increasing long position | 10,094 | 7.713151 GBP | Common Stock | CFD | Increasing long position | 25,940 | 7.713159 GBP | Common Stock | CFD | Increasing long position | 22,981 | 7.71747 GBP | Common Stock | CFD | Increasing long position | 8,936 | 7.717475 GBP | Common Stock | CFD | Increasing long position | 30,380 | 7.717543 GBP | Common Stock | CFD | Increasing long position | 78,118 | 7.717543 GBP | Common Stock | CFD | Increasing long position | 665 | 7.73956 GBP | Common Stock | CFD | Increasing long position | 977 | 7.73956 GBP | Common Stock | CFD | Increasing long position | 638 | 7.739563 GBP | Common Stock | CFD | Increasing long position | 2,549 | 7.745525 GBP | Common Stock | CFD | Increasing long position | 6,558 | 7.745534 GBP | Common Stock | CFD | Increasing long position | 168,852 | 7.746279 GBP | Common Stock | CFD | Increasing long position | 65,684 | 7.746284 GBP | Common Stock | CFD | Increasing long position | 9,259 | 7.750135 GBP | Common Stock | CFD | Increasing long position | 24,166 | 7.750342 GBP | Common Stock | CFD | Increasing long position | 46,266 | 7.750676 GBP | Common Stock | CFD | Increasing long position | 17,902 | 7.750871 GBP | Common Stock | CFD | Increasing long position | 79,109 | 7.770327 GBP | Common Stock | CFD | Increasing long position | 30,773 | 7.770337 GBP | Common Stock | CFD | Increasing long position | 52,140 | 7.778654 GBP | Common Stock | CFD | Increasing long position | 20,205 | 7.779199 GBP | Common Stock | CFD | Increasing long position | 27,651 | 7.803346 GBP | Common Stock | CFD | Increasing long position | 10,627 | 7.803854 GBP | Common Stock | CFD | Increasing long position | 28,911 | 7.839544 GBP | Common Stock | CFD | Increasing long position | 11,703 | 7.865027 GBP | Common Stock | CFD | Increasing long position | 7,004 | 7.915909 GBP | Common Stock | CFD | Increasing long position | 6,550 | 7.96 GBP | Common Stock | CFD | Increasing long position | 16,778 | 7.96 GBP | Common Stock | CFD | Increasing long position | 17,814 | 7.96 GBP | Common Stock | CFD | Increasing long position | 45,767 | 7.96 GBP | Common Stock | CFD | Increasing long position | 34,950 | 7.977123 GBP | Common Stock | CFD | Increasing long position | 6,005 | 7.990664 GBP | Common Stock | CFD | Increasing long position | 15,399 | 7.990664 GBP | Common Stock | CFD | Increasing long position | 105,683 | 7.996818 GBP | Common Stock | CFD | Increasing long position | 41,204 | 7.996824 GBP | Common Stock | CFD | Increasing long position | 47,215 | 8.000534 GBP | Common Stock | CFD | Increasing long position | 17,585 | 8.001029 GBP | Common Stock | CFD | Increasing long position | 5,445 | 8.014011 GBP | Common Stock | CFD | Increasing long position | 2,123 | 8.01403 GBP | Common Stock | CFD | Increasing long position | 825 | 8.016861 GBP | Common Stock | CFD | Increasing long position | 5,775 | 8.041679 GBP | Common Stock | CFD | Reducing long position | -14,762 | 7.711697 GBP | Common Stock | CFD | Reducing long position | -13,912 | 7.711697 GBP | Common Stock | CFD | Reducing long position | -6,104 | 7.711697 GBP | Common Stock | CFD | Reducing long position | -4,012 | 7.711697 GBP | Common Stock | CFD | Reducing long position | -1,277 | 7.711697 GBP | Common Stock | CFD | Reducing long position | -919 | 7.711697 GBP | Common Stock | CFD | Reducing long position | -35,248 | 7.719638 GBP | Common Stock | CFD | Reducing long position | -34,950 | 7.719638 GBP | Common Stock | CFD | Reducing long position | -7,004 | 7.719638 GBP | Common Stock | CFD | Reducing long position | -2,695 | 7.719638 GBP | Common Stock | CFD | Reducing long position | -257 | 8.04358 GBP | Common Stock | CFD | Reducing long position | -665 | 8.043594 GBP |
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| (c) Stock-settled derivative transactions (including options) (i) Writing, selling, purchasing or varying |
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| 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 |
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| Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit |
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| (d) Other dealings (including subscribing for new securities) |
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| Class of relevant security | Nature of dealing e.g. subscription, conversion | Details | Price per unit (if applicable) |
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| 4. OTHER INFORMATION (a) Indemnity and other dealing arrangements |
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| 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" | None |
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| (b) Agreements, arrangements or understandings relating to options or derivatives |
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| 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 |
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| Is a Supplemental Form 8 (Open Positions) attached? | NO |
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| Date of disclosure: | 14 March, 2017 | Contact name: | Alasdair Putt | Telephone number: | 020 7645 9700 |
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| 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. |
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