12th Oct 2018 14:42
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: | 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 | 11 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" | No |
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: |
792,394 |
0.84 |
119,415 |
0.13 |
(2) Cash-settled derivatives:
|
- |
- |
105,300 |
0.11 |
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: |
85,100 |
0.09 |
122,000 |
0.13 |
TOTAL: |
877,494 |
0.93 |
346,715 |
0.37 |
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: |
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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
Class of relevant security | Purchase/sale
| Number of securities | Price per unit (USD) |
ADS | Purchase
Sale | 100 500 300 984 500 3,084 600 100 100 400 712 800 1,100 2,600 800 500 700 300 400 200 100 400 600 100 600 1,694 300 600 15,000 715 710 41,431 65 601 400 1,800 100 446 800 284 122 244 378 1,116 800 500 281 762 1,181 100 1,449 200 112 100 70 100
78,400 3,084 1,000 2,600 15,000 200 15,000 500 2,496 1,142 15,800 400 67,577 65 200 200 200 100 1,700 7,415 500 6,789 4,577 300 100 29,100 10,900 693 100 480 300 3,965 20,296 12,366 2,081 200 300 2,600 300 200 2,670 10,117 1,319 600 500 5,900 200 | 73.3800 73.5760 73.5850 73.6016 73.6180 73.6284 73.6733 73.7000 75.7800 75.8600 75.8847 76.0363 76.2079 76.3853 76.4713 76.4740 76.4829 76.4900 76.6525 76.7300 76.8100 77.0400 77.3000 77.3700 77.5117 77.7246 77.8700 78.0233 78.0300 78.0662 78.1544 78.1600 78.1650 78.1801 78.1975 78.2072 78.2200 78.2404 78.2450 78.2541 78.2548 78.2736 78.2910 78.2995 78.3363 78.3620 78.3702 78.4097 78.4514 78.4800 78.5214 78.5250 78.5350 78.5400 78.5900 78.7200
73.6000 73.6284 75.5530 76.3853 77.7347 78.0100 78.0300 78.1200 78.1300 78.1400 78.1500 78.1588 78.1600 78.1650 78.1700 78.1800 78.1900 78.2100 78.2200 78.2262 78.2340 78.2364 78.2383 78.2500 78.2700 78.2736 78.2755 78.2900 78.3100 78.3117 78.3726 78.3930 78.3985 78.4007 78.4235 78.4400 78.4699 78.4877 78.4951 78.4975 78.5661 78.5872 78.5900 78.5933 78.5950 78.5975 78.6550 |
(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 | Short | 2,600 | 76.3853 |
(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 |
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(ii) Exercise
Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit (AUD) |
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(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) |
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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
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(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
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(c) Attachments
Is a Supplemental Form 8 (Open Positions) attached? | YES |
| Date of disclosure: | 12 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 | 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 Written | 30,000 2,700 300 700 800 600 500 1,500 800 20,200 700 6,400 10,300 6,500 3,100
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 17,500 | 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
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 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
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: |
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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