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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 | TESCO 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 | 27 September, 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" | BOOKER GROUP 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 GB0008847096 |
| Interests | Short Positions |
| Number | % | Number | % | (1) Relevant securities owned and/or controlled: | 352,292 | 0.00 | 0 | 0.00 | (2) Cash-settled derivatives: | 86,179,825 | 1.05 | 0 | 0.00 | (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 357,000 | 0.00 | 0 | 0.00 | TOTAL: | 86,889,117 | 1.06 | 0 | 0.00 |
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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 GB0008847096 | Purchase/sale | Number of securities | Price per unit | Common Stock | Purchase | 4,038 | 1.8475 GBP | Common Stock | Purchase | 927 | 1.84775 GBP | Common Stock | Purchase | 2,209 | 1.848 GBP | Common Stock | Purchase | 34,931 | 1.849 GBP | Common Stock | Purchase | 7,611 | 1.8495 GBP | Common Stock | Purchase | 48,003 | 1.85 GBP | Common Stock | Purchase | 53,464 | 1.8505 GBP | Common Stock | Purchase | 1,269 | 1.85075 GBP | Common Stock | Purchase | 33,864 | 1.851 GBP | Common Stock | Purchase | 44,022 | 1.8515 GBP | Common Stock | Purchase | 32,044 | 1.852 GBP | Common Stock | Purchase | 35,855 | 1.8525 GBP | Common Stock | Purchase | 13,219 | 1.853 GBP | Common Stock | Purchase | 11,852 | 1.8535 GBP | Common Stock | Purchase | 1,873 | 1.85375 GBP | Common Stock | Purchase | 35,207 | 1.854 GBP | Common Stock | Purchase | 17,783 | 1.8545 GBP | Common Stock | Purchase | 20,250 | 1.855 GBP | Common Stock | Purchase | 19,261 | 1.8555 GBP | Common Stock | Purchase | 6,201 | 1.856 GBP | Common Stock | Purchase | 9,653 | 1.8565 GBP | Common Stock | Purchase | 5,849 | 1.857 GBP | Common Stock | Purchase | 149 | 1.8575 GBP | Common Stock | Purchase | 2,000 | 1.8585 GBP | Common Stock | Purchase | 12,846 | 1.859 GBP | Common Stock | Purchase | 26,013 | 1.86 GBP | Common Stock | Purchase | 2,251 | 1.861 GBP | Common Stock | Purchase | 2,681 | 1.8625 GBP | Common Stock | Purchase | 17,790 | 1.8635 GBP | Common Stock | Purchase | 2,700 | 1.864 GBP | Common Stock | Purchase | 15,976 | 1.8645 GBP | Common Stock | Purchase | 20,142 | 1.865 GBP | Common Stock | Purchase | 14,807 | 1.8655 GBP | Common Stock | Purchase | 4,371 | 1.866 GBP | Common Stock | Purchase | 2,000 | 1.867 GBP | Common Stock | Purchase | 5,653 | 1.8675 GBP | Common Stock | Purchase | 41,362 | 1.868 GBP | Common Stock | Purchase | 29,276 | 1.8685 GBP | Common Stock | Purchase | 12,818 | 1.869 GBP | Common Stock | Purchase | 12,751 | 1.8695 GBP | Common Stock | Purchase | 66,951 | 1.87 GBP | Common Stock | Purchase | 25,525 | 1.8705 GBP | Common Stock | Purchase | 8,013 | 1.871 GBP | Common Stock | Purchase | 24,123 | 1.8715 GBP | Common Stock | Purchase | 386,523 | 1.872 GBP | Common Stock | Purchase | 36,914 | 1.8725 GBP | Common Stock | Purchase | 96,676 | 1.873 GBP | Common Stock | Purchase | 43,296 | 1.8735 GBP | Common Stock | Purchase | 122,941 | 1.874 GBP | Common Stock | Purchase | 58,523 | 1.8745 GBP | Common Stock | Purchase | 108,731 | 1.875 GBP | Common Stock | Purchase | 345,818 | 1.8755 GBP | Common Stock | Purchase | 253,913 | 1.876 GBP | Common Stock | Purchase | 4,906 | 1.87625 GBP | Common Stock | Purchase | 114,124 | 1.8765 GBP | Common Stock | Purchase | 7,688 | 1.87675 GBP | Common Stock | Purchase | 77,692 | 1.877 GBP | Common Stock | Purchase | 13,761 | 1.8775 GBP | Common Stock | Purchase | 11,197 | 1.87775 GBP | Common Stock | Purchase | 68,224 | 1.878 GBP | Common Stock | Purchase | 32,026 | 1.8785 GBP | Common Stock | Purchase | 31,570 | 1.879 GBP | Common Stock | Purchase | 4,900 | 1.8795 GBP | Common Stock | Purchase | 107,833 | 1.88 GBP | Common Stock | Purchase | 7,156 | 1.8805 GBP | Common Stock | Purchase | 5,698 | 1.881 GBP | Common Stock | Sale | -1,500 | 1.848 GBP | Common Stock | Sale | -20,965 | 1.8485 GBP | Common Stock | Sale | -10,079 | 1.849 GBP | Common Stock | Sale | -10,286 | 1.8495 GBP | Common Stock | Sale | -69,463 | 1.85 GBP | Common Stock | Sale | -30,669 | 1.8505 GBP | Common Stock | Sale | -28,483 | 1.851 GBP | Common Stock | Sale | -41,946 | 1.8515 GBP | Common Stock | Sale | -17,639 | 1.852 GBP | Common Stock | Sale | -1,996 | 1.8525 GBP | Common Stock | Sale | -852 | 1.853 GBP | Common Stock | Sale | -8,191 | 1.8535 GBP | Common Stock | Sale | -21,000 | 1.854 GBP | Common Stock | Sale | -15,645 | 1.8545 GBP | Common Stock | Sale | -22,647 | 1.855 GBP | Common Stock | Sale | -1,690 | 1.8555 GBP | Common Stock | Sale | -9,716 | 1.856 GBP | Common Stock | Sale | -2,004 | 1.8565 GBP | Common Stock | Sale | -15,784 | 1.8575 GBP | Common Stock | Sale | -15,349 | 1.858 GBP | Common Stock | Sale | -8,005 | 1.8585 GBP | Common Stock | Sale | -12,272 | 1.8595 GBP | Common Stock | Sale | -14,570 | 1.85975 GBP | Common Stock | Sale | -1,879 | 1.86 GBP | Common Stock | Sale | -1,986 | 1.8605 GBP | Common Stock | Sale | -27,318 | 1.8625 GBP | Common Stock | Sale | -17,629 | 1.863 GBP | Common Stock | Sale | -5,651 | 1.8635 GBP | Common Stock | Sale | -17,595 | 1.864 GBP | Common Stock | Sale | -49,964 | 1.8645 GBP | Common Stock | Sale | -17,227 | 1.865 GBP | Common Stock | Sale | -7,980 | 1.8655 GBP | Common Stock | Sale | -4,076 | 1.866 GBP | Common Stock | Sale | -30,711 | 1.8665 GBP | Common Stock | Sale | -2,000 | 1.867 GBP | Common Stock | Sale | -2,480 | 1.8675 GBP | Common Stock | Sale | -5,740 | 1.868 GBP | Common Stock | Sale | -1,111 | 1.8685 GBP | Common Stock | Sale | -6,373 | 1.869 GBP | Common Stock | Sale | -23,840 | 1.87 GBP | Common Stock | Sale | -9,197 | 1.871 GBP | Common Stock | Sale | -7,213 | 1.872 GBP | Common Stock | Sale | -40,354 | 1.8725 GBP | Common Stock | Sale | -142 | 1.87275 GBP | Common Stock | Sale | -9,840 | 1.8728 GBP | Common Stock | Sale | -69,076 | 1.873 GBP | Common Stock | Sale | -445 | 1.87325 GBP | Common Stock | Sale | -130,234 | 1.8735 GBP | Common Stock | Sale | -2,101 | 1.87375 GBP | Common Stock | Sale | -63,961 | 1.874 GBP | Common Stock | Sale | -6,081 | 1.87425 GBP | Common Stock | Sale | -110,205 | 1.8745 GBP | Common Stock | Sale | -4,335 | 1.87475 GBP | Common Stock | Sale | -131,364 | 1.875 GBP | Common Stock | Sale | -125,882 | 1.8755 GBP | Common Stock | Sale | -212,596 | 1.876 GBP | Common Stock | Sale | -3,071 | 1.87625 GBP | Common Stock | Sale | -179,789 | 1.8765 GBP | Common Stock | Sale | -17,364 | 1.87675 GBP | Common Stock | Sale | -75,574 | 1.877 GBP | Common Stock | Sale | -2,032 | 1.87725 GBP | Common Stock | Sale | -37,832 | 1.8775 GBP | Common Stock | Sale | -32,599 | 1.878 GBP | Common Stock | Sale | -83,409 | 1.8785 GBP | Common Stock | Sale | -37,251 | 1.879 GBP | Common Stock | Sale | -1,987 | 1.87925 GBP | Common Stock | Sale | -63,031 | 1.8795 GBP | Common Stock | Sale | -948 | 1.87975 GBP | Common Stock | Sale | -390 | 1.88 GBP | Common Stock | Sale | -700 | 1.881 GBP |
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| (b) Cash-settled derivative transactions |
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| Class of relevant security ISIN GB0008847096 | 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 | 15,373 | 1.867202 GBP | Common Stock | CFD | Increasing long position | 48,622 | 1.867202 GBP | Common Stock | CFD | Increasing long position | 709 | 1.868839 GBP | Common Stock | CFD | Increasing long position | 1,335 | 1.868839 GBP | Common Stock | CFD | Increasing long position | 2,231 | 1.868839 GBP | Common Stock | CFD | Increasing long position | 2,147 | 1.869896 GBP | Common Stock | CFD | Increasing long position | 614 | 1.8705 GBP | Common Stock | CFD | Increasing long position | 1,940 | 1.8705 GBP | Common Stock | CFD | Increasing long position | 2,198 | 1.875 GBP | Common Stock | CFD | Increasing long position | 3,798 | 1.875 GBP | Common Stock | CFD | Increasing long position | 12,035 | 1.875 GBP | Common Stock | CFD | Increasing long position | 4,914 | 1.875113 GBP | Common Stock | CFD | Increasing long position | 4,914 | 1.875113 GBP | Common Stock | CFD | Increasing long position | 12,545 | 1.875426 GBP | Common Stock | CFD | Increasing long position | 39,751 | 1.875426 GBP | Common Stock | CFD | Increasing long position | 17,931 | 1.8755 GBP | Common Stock | CFD | Increasing long position | 21,860 | 1.8755 GBP | Common Stock | CFD | Increasing long position | 69,132 | 1.8755 GBP | Common Stock | CFD | Increasing long position | 97,718 | 1.875873 GBP | Common Stock | CFD | Increasing long position | 309,014 | 1.875873 GBP | Common Stock | CFD | Increasing long position | 93,251 | 1.875891 GBP | Common Stock | CFD | Increasing long position | 22,407 | 1.876248 GBP | Common Stock | CFD | Increasing long position | 22,409 | 1.876248 GBP | Common Stock | CFD | Increasing long position | 70,962 | 1.876249 GBP | Common Stock | CFD | Increasing long position | 15,021 | 1.87652 GBP | Common Stock | CFD | Increasing short position | -807 | 1.87275 GBP | Common Stock | CFD | Increasing short position | -759 | 1.87275 GBP | Common Stock | CFD | Increasing short position | -62,420 | 1.872928 GBP | Common Stock | CFD | Increasing short position | -58,673 | 1.872928 GBP | Common Stock | CFD | Increasing short position | -128,686 | 1.873111 GBP | Common Stock | CFD | Increasing short position | -2,924 | 1.875115 GBP | Common Stock | CFD | Increasing short position | -2,750 | 1.875115 GBP | Common Stock | CFD | Increasing short position | -15,134 | 1.875429 GBP | Common Stock | CFD | Increasing short position | -14,226 | 1.875429 GBP | Common Stock | CFD | Increasing short position | -29,062 | 1.875521 GBP | Common Stock | CFD | Increasing short position | -38,016 | 1.8765 GBP | Common Stock | CFD | Increasing short position | -14,774 | 1.8765 GBP | Common Stock | CFD | Increasing short position | -10,611 | 1.8765 GBP | Common Stock | CFD | Increasing short position | -89,042 | 1.87654 GBP | Common Stock | CFD | Increasing short position | -44,359 | 1.876686 GBP | Common Stock | CFD | Reducing long position | -54,391 | 1.865931 GBP | Common Stock | CFD | Reducing long position | -8,615 | 1.865931 GBP | Common Stock | CFD | Reducing long position | -70,047 | 1.866184 GBP | Common Stock | CFD | Reducing long position | -16,864 | 1.866184 GBP | Common Stock | CFD | Reducing long position | -2,198 | 1.866184 GBP | Common Stock | CFD | Reducing long position | -43,612 | 1.867114 GBP | Common Stock | CFD | Reducing long position | -27,679 | 1.867114 GBP | Common Stock | CFD | Reducing long position | -7,513 | 1.867114 GBP | Common Stock | CFD | Reducing long position | -59,747 | 1.868649 GBP | Common Stock | CFD | Reducing long position | -35,226 | 1.868961 GBP | Common Stock | CFD | Reducing long position | -21,933 | 1.869078 GBP | Common Stock | CFD | Reducing long position | -27,726 | 1.869742 GBP | Common Stock | CFD | Reducing long position | -9,058 | 1.86975 GBP | Common Stock | CFD | Reducing long position | -15,765 | 1.869918 GBP | Common Stock | CFD | Reducing long position | -10,702 | 1.87013 GBP | Common Stock | CFD | Reducing long position | -2,011 | 1.871 GBP | Common Stock | CFD | Reducing long position | -43,613 | 1.87125 GBP | Common Stock | CFD | Reducing long position | -23,333 | 1.87125 GBP | Common Stock | CFD | Reducing long position | -11,496 | 1.872093 GBP | Common Stock | CFD | Reducing long position | -1,455 | 1.8725 GBP | Common Stock | CFD | Reducing long position | -495 | 1.87275 GBP | Common Stock | CFD | Reducing long position | -23,925 | 1.872928 GBP | Common Stock | CFD | Reducing long position | -14,365 | 1.872928 GBP | Common Stock | CFD | Reducing long position | -18,178 | 1.873111 GBP | Common Stock | CFD | Reducing long position | -9,611 | 1.873111 GBP | Common Stock | CFD | Reducing long position | -6,783 | 1.873111 GBP | Common Stock | CFD | Reducing long position | -6,093 | 1.873111 GBP | Common Stock | CFD | Reducing long position | -7,837 | 1.873407 GBP | Common Stock | CFD | Reducing long position | -21,253 | 1.873864 GBP | Common Stock | CFD | Reducing long position | -839 | 1.873864 GBP | Common Stock | CFD | Reducing long position | -201 | 1.873864 GBP | Common Stock | CFD | Reducing long position | -925 | 1.875115 GBP | Common Stock | CFD | Reducing long position | -870 | 1.875116 GBP | Common Stock | CFD | Reducing long position | -4,784 | 1.875429 GBP | Common Stock | CFD | Reducing long position | -4,496 | 1.875429 GBP | Common Stock | CFD | Reducing long position | -9,184 | 1.875522 GBP | Common Stock | CFD | Reducing long position | -20,038 | 1.8765 GBP | Common Stock | CFD | Reducing long position | -15,677 | 1.87654 GBP | Common Stock | CFD | Reducing long position | -12,022 | 1.87654 GBP | Common Stock | CFD | Reducing long position | -455 | 1.87654 GBP | Common Stock | CFD | Reducing long position | -13,566 | 1.876686 GBP | Common Stock | CFD | Reducing long position | -453 | 1.876686 GBP | Common Stock | CFD | Reducing short position | 4,239 | 1.868839 GBP | Common Stock | CFD | Reducing short position | 6,784 | 1.869895 GBP | Common Stock | CFD | Reducing short position | 31,083 | 1.875113 GBP | Common Stock | CFD | Reducing short position | 3,583 | 1.8755 GBP | Common Stock | CFD | Reducing short position | 53,101 | 1.8755 GBP | Common Stock | CFD | Reducing short position | 759 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 807 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 2,750 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 2,924 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 10,611 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 14,774 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 15,134 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 29,062 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 38,016 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 40,120 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 58,673 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 81,270 | 1.875891 GBP | Common Stock | CFD | Reducing short position | 9,319 | 1.876249 GBP | Common Stock | CFD | Reducing short position | 14,226 | 1.876249 GBP | Common Stock | CFD | Reducing short position | 47,416 | 1.876249 GBP | Common Stock | CFD | Reducing short position | 47,592 | 1.87652 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? | YES |
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| Date of disclosure: | 28 September, 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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