18th Oct 2018 13:30
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: | J.P. Morgan Securities LLC |
(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. | N/A |
(c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Randgold Resources Limited |
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: | No |
(e) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure | 17 October 2018 |
(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, Barrick Gold Corporation. |
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:
| USD 0.05 ordinary | |||
| Interests | Short positions | ||
Number | % | Number | % | |
(1) Relevant securities owned and/or controlled: |
725,913 |
0.77 |
133,112 |
0.14 |
(2) Cash-settled derivatives:
|
- |
- |
165,974 |
0.18 |
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: |
254,600 |
0.27 |
121,500 |
0.13 |
TOTAL: |
980,513 |
1.04 |
420,586 |
0.45 |
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)
10p ordinary
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 security | Purchase/sale
| Number of securities | Price per unit (USD) |
ADS | Purchase
Sale | 900 100 100 47 391 2,400 810 1,243 300 100 100 100 150 100 2,050 1,100 645 5 100 200 100 25
900 500 400 4,164 800 1,500 1,600 704 300 582 200 2,400 800 1,400 400 200 | 78.5195 78.9100 78.9580 78.9700 79.0000 79.2277 79.2376 79.2869 79.9033 79.9900 80.0100 80.0300 80.0400 80.0500 80.1098 80.1136 80.1291 80.2400 80.2500 80.2700 80.2900 80.3000
78.5195 78.5200 78.5225 78.8757 78.9100 78.9300 78.9575 78.9584 78.9800 79.0000 79.1100 79.2277 79.3588 79.9850 79.9925 80.0350 |
(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 (USD) |
ADS | Equity Swap | Long
Short | 900
2,400 | 78.5195
79.2277 |
(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 (AUD) | 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 (AUD) |
(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" |
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: | 18 October 2018 |
| Contact name: | Alwyn Basch |
| Telephone number: | 0207 742 7407 |
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.
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: | J.P. Morgan Securities LLC |
Name of offeror/offeree in relation to whose relevant securities the disclosure relates: | Randgold Resources Limited |
2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
Class of relevant security | Product description e.g. call option | Written or purchased | Number of securities to which option or derivative relates | Exercise price per unit (USD) | Type e.g. American, European etc. | Expiry date |
ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS
ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS ADS | Call Option Call Option Call Option Call Option Call Option Call Option Call Option Call Option Call Option Call Option Call Option Call Option Call Option Call Option Call Option Call Option
Put Option Put Option Put Option Put Option Put Option Put Option Put Option Put Option Put Option Put Option Put Option Put Option Put Option Accumulator | Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased
Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Purchased Written | 30,000 2,700 300 700 800 600 500 1,500 800 20,200 700 6,400 10,300 6,500 3,100 169,500
30,000 2,400 4,800 5,700 2,700 4,100 13,500 1,300 200 9,700 11,100 14,500 4,500 17,000 | 65.00 80.00 85.00 87.50 90.00 92.50 95.00 97.50 100.00 105.00 110.00 115.00 125.00 130.00 140.00 77.00
57.50 60.00 65.00 67.50 70.00 72.50 75.00 77.50 80.00 82.50 87.50 95.00 97.50 88.51 | American American American American American American American American American American American American American American American American
American American American American American American American American American American American American American N/A | 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 19/10/2018
18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 18/01/2019 05/06/2019 |
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.
Related Shares:
Randgold Resources