7th Jul 2021 12:42
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
| Name of person dealing (Note 1) | Barclays PLC. | |
| Company dealt in | WILLIS TOWERS WATSON PLC | |
| Class of relevant security to which the | ORD | |
| dealings being disclosed relate (Note 2) | ||
| Date of dealing | 06 July 2021 |
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: | ORD | ||||
Long | Short | ||||
Number | (%) | Number | (%) | ||
(1) | Relevant securities |
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1,869,636 | 1.45% | 241,524 | 0.19% | ||
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(2) | Derivatives (other than options): |
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72,359 | 0.06% | 227,408 | 0.18% | ||
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(3) | Options and agreements to |
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| purchase/sell: | 6,100 | 0.00% | 6,100 | 0.00% | |
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| TOTAL: |
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1,948,095 | 1.51% | 475,032 | 0.37% | ||
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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)
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
| Purchase/sale | Number of relevant securities | Price per unit |
| Purchase | 1 | 230.6500 USD |
| Purchase | 1 | 229.4900 USD |
| Purchase | 1 | 230.7000 USD |
| Purchase | 1 | 228.9500 USD |
| Purchase | 2 | 230.3000 USD |
| Purchase | 2 | 229.9150 USD |
| Purchase | 3 | 229.2250 USD |
| Purchase | 3 | 229.3833 USD |
| Purchase | 3 | 230.2566 USD |
| Purchase | 3 | 230.4166 USD |
| Purchase | 6 | 229.3383 USD |
| Purchase | 7 | 229.1857 USD |
| Purchase | 9 | 229.3000 USD |
| Purchase | 10 | 229.1620 USD |
| Purchase | 22 | 229.4013 USD |
| Purchase | 28 | 229.3125 USD |
| Purchase | 33 | 228.9700 USD |
| Purchase | 36 | 229.3666 USD |
| Purchase | 39 | 229.5466 USD |
| Purchase | 40 | 230.8700 USD |
| Purchase | 40 | 229.0900 USD |
| Purchase | 45 | 229.1966 USD |
| Purchase | 45 | 229.5702 USD |
| Purchase | 54 | 230.8300 USD |
| Purchase | 73 | 229.3973 USD |
| Purchase | 74 | 229.1600 USD |
| Purchase | 100 | 230.2400 USD |
| Purchase | 100 | 229.2500 USD |
| Purchase | 100 | 229.0800 USD |
| Purchase | 103 | 229.1900 USD |
| Purchase | 162 | 229.6075 USD |
| Purchase | 182 | 229.7907 USD |
| Purchase | 252 | 229.0386 USD |
| Purchase | 398 | 229.2712 USD |
| Purchase | 400 | 229.5550 USD |
| Purchase | 565 | 229.8001 USD |
| Purchase | 622 | 229.9563 USD |
| Purchase | 790 | 229.4424 USD |
| Purchase | 1,360 | 230.6705 USD |
| Purchase | 1,373 | 229.7960 USD |
| Purchase | 1,414 | 229.6275 USD |
| Purchase | 1,504 | 229.4777 USD |
| Purchase | 2,530 | 229.9309 USD |
| Purchase | 3,928 | 229.9500 USD |
| Purchase | 4,449 | 229.4894 USD |
| Purchase | 5,032 | 229.0555 USD |
| Purchase | 8,159 | 230.2611 USD |
| Purchase | 11,741 | 229.8501 USD |
| Purchase | 14,399 | 229.4985 USD |
| Sale | 6 | 230.6020 USD |
| Sale | 24 | 230.0233 USD |
| Sale | 40 | 230.8700 USD |
| Sale | 77 | 229.4500 USD |
| Sale | 87 | 229.6000 USD |
| Sale | 100 | 229.0800 USD |
| Sale | 100 | 229.4900 USD |
| Sale | 118 | 229.7771 USD |
| Sale | 163 | 229.1007 USD |
| Sale | 184 | 229.4300 USD |
| Sale | 200 | 229.5500 USD |
| Sale | 200 | 229.9900 USD |
| Sale | 320 | 229.0813 USD |
| Sale | 368 | 229.0598 USD |
| Sale | 374 | 229.0815 USD |
| Sale | 468 | 229.6016 USD |
| Sale | 502 | 229.0165 USD |
| Sale | 540 | 229.2024 USD |
| Sale | 594 | 229.9635 USD |
| Sale | 624 | 229.9574 USD |
| Sale | 946 | 229.6403 USD |
| Sale | 1,145 | 229.0481 USD |
| Sale | 1,183 | 229.6856 USD |
| Sale | 1,360 | 230.6705 USD |
| Sale | 3,111 | 229.5072 USD |
| Sale | 3,400 | 229.9035 USD |
| Sale | 3,787 | 230.1461 USD |
| Sale | 4,029 | 229.9500 USD |
| Sale | 5,017 | 230.4127 USD |
| Sale | 5,737 | 229.4809 USD |
| Sale | 7,041 | 229.8312 USD |
| Sale | 16,868 | 229.5066 USD |
(b) Cash-settled derivative transactions
| Product Name | Nature of transaction | Number of relevant securities | Price per |
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| unit | |
| SWAP | Long | 71,000 | 229.9500 USD |
(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 | 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 |
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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: | 7 Jul 2021 |
| Contact name: | Large Holdings Regulatory Operations |
| Telephone number: | 020 3134 7213 |
| If a connected EFM, name of offeree/offeror with which connected | |
| If a connected EFM, state nature of connection |
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.
The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.
*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel’s Market Surveillance Unit.
The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.
Ap23
SUPPLEMENTAL FORM 8
IRISH TAKEOVER PANEL
DISCLOSURE UNDER RULE 8.1 AND RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2013
DETAILS OF OPEN POSITIONS
(This form should be attached to Form 8.1(a) & (b)(i), Form 8.1(b)(ii) or Form 8.3, as appropriate)
OPEN POSITIONS (Note 1)
| Product name | Written or | Number of | Exercise | Type | Expiry |
purchased | relevant securities | price |
| date | |
| to which the option |
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| or derivative |
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| relates |
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| Put Options | Purchased | -100 | 220.0000 | American | Jul 16, 2021 |
| Call Options | Purchased | 100 | 240.0000 | American | Jul 16, 2021 |
| Call Options | Purchased | 6,000 | 220.0000 | American | Jul 16, 2021 |
| Put Options | Purchased | -6,000 | 200.0000 | American | Jul 16, 2021 |
Notes
1. Where there are open option positions or open derivative positions (except for CFDs), full details should be given. Full details of any existing agreements to purchase or to sell must also be given on this form.
2. For all prices and other monetary amounts, the currency must be stated.
For full details of disclosure requirements, see Rule 8 of the Rules. If in doubt, consult the Panel.
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