14th Mar 2022 14:27
FORM 8.5 (EPT/NON-RI) |
PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN |
EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY ("RI") STATUS |
(OR WHERE RI STATUS IS NOT APPLICABLE) |
Rule 8.5 of the Takeover Code (the "Code") |
1. KEY INFORMATION | |||||
(a) | Name of exempt principal trader: | BARCLAYS CAPITAL SECURITIES LTD | |||
(b) | Name of offeror/offeree in relation to whose | PEARSON PLC | |||
| relevant securities this form relates: | ||||
(c) | Name of the party to the offer with which exempt | Apollo Global Management, Inc. and its subsidiaries | |||
| principal trader is connected |
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(d) | Date position held/dealing undertaken: | 11 March 2022 | |||
(e) | In addition to the company in 1(b) above, is the exempt principal | NO |
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| trader making disclosures in respect of any other party to the offer? |
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2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER | |||||||
(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: | PEARSON PLC |
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| Interests | Short Positions | |||||
| Number | (%) | Number | (%) | |||
(1) | Relevant securities owned |
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| and/or controlled: | 6,234,248 | 0.82% | 2,894,519 | 0.38% | ||
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(2) | Cash-settled derivatives: |
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| 2,691,686 | 0.36% | 2,515,176 | 0.33% | |
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(3) | Stock-settled derivatives (including options) |
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| and agreements to purchase/sell: | 0 | 0.00% | 0 | 0.00% | ||
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| TOTAL: |
| 8,925,934 | 1.18% | 5,409,695 | 0.71% | |
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(b) | Rights to subscribe for new securities (including directors and other executive | ||||||
| options) |
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Class of relevant security in relation to |
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which subscription right exists |
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Details, including nature of the rights |
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concerned and relevant percentages: | |||||||
3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER | |||||||
(a) | Purchases and sales |
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Class of relevant |
| Purchase/sale |
| Total number of |
| Highest price per unit | Lowest price per unit |
security |
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| securities |
| paid/received | paid/received |
PEARSON PLC | Purchase | 3,948,530 | 8.0080 GBP | 6.514 GBP | |||
PEARSON PLC | Sale | 5,802,602 | 8.0029 GBP | 6.594 GBP | |||
(b) | Cash-settled derivative transactions |
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Class of |
| Product |
| Nature of dealing |
| Number of | Price per |
relevant |
| description |
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| reference | unit |
security |
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| securities |
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PEARSON PLC | SWAP | Opening Long | 28 | 6.5787 GBP | |||
PEARSON PLC | SWAP | Opening Long | 72 | 6.5500 GBP | |||
PEARSON PLC | SWAP | Opening Long | 638 | 6.5940 GBP | |||
PEARSON PLC | SWAP | Opening Long | 1,391 | 7.6659 GBP | |||
PEARSON PLC | SWAP | Opening Long | 1,596 | 8.0251 GBP | |||
PEARSON PLC | SWAP | Opening Long | 3,986 | 8.0102 GBP | |||
PEARSON PLC | SWAP | Opening Long | 4,793 | 7.8296 GBP | |||
PEARSON PLC | SWAP | Opening Long | 7,868 | 6.9377 GBP | |||
PEARSON PLC | SWAP | Opening Long | 8,582 | 7.4506 GBP | |||
PEARSON PLC | SWAP | Opening Long | 11,732 | 7.9333 GBP | |||
PEARSON PLC | SWAP | Opening Long | 14,815 | 6.8575 GBP | |||
PEARSON PLC | SWAP | Opening Long | 20,000 | 6.6495 GBP | |||
PEARSON PLC | SWAP | Opening Long | 37,255 | 7.4767 GBP | |||
PEARSON PLC | SWAP | Opening Long | 37,368 | 7.5685 GBP | |||
PEARSON PLC | SWAP | Opening Long | 38,354 | 7.8435 GBP | |||
PEARSON PLC | SWAP | Opening Long | 42,438 | 7.4136 GBP | |||
PEARSON PLC | SWAP | Opening Long | 62,395 | 7.0827 GBP | |||
PEARSON PLC | SWAP | Opening Long | 74,740 | 7.3877 GBP | |||
PEARSON PLC | SWAP | Opening Long | 81,073 | 7.5399 GBP | |||
PEARSON PLC | SWAP | Opening Long | 89,962 | 7.7056 GBP | |||
PEARSON PLC | SWAP | Opening Long | 117,769 | 7.6481 GBP | |||
PEARSON PLC | SWAP | Opening Long | 120,740 | 7.5832 GBP | |||
PEARSON PLC | SWAP | Opening Long | 199,693 | 7.8184 GBP | |||
PEARSON PLC | SWAP | Opening Long | 208,417 | 7.6941 GBP | |||
PEARSON PLC | SWAP | Opening Long | 210,306 | 7.9400 GBP | |||
PEARSON PLC | SWAP | Opening Long | 212,868 | 7.4011 GBP | |||
PEARSON PLC | SWAP | Opening Long | 217,523 | 7.6623 GBP | |||
PEARSON PLC | SWAP | Opening Long | 222,039 | 7.8549 GBP | |||
PEARSON PLC | SWAP | Opening Long | 276,262 | 6.7764 GBP | |||
PEARSON PLC | SWAP | Opening Long | 2,280,366 | 7.8458 GBP | |||
PEARSON PLC | SWAP | Opening Short | 308 | 7.0849 GBP | |||
PEARSON PLC | SWAP | Opening Short | 342 | 7.3062 GBP | |||
PEARSON PLC | SWAP | Opening Short | 399 | 7.9478 GBP | |||
PEARSON PLC | SWAP | Opening Short | 713 | 7.6062 GBP | |||
PEARSON PLC | SWAP | Opening Short | 902 | 7.8083 GBP | |||
PEARSON PLC | SWAP | Opening Short | 1,426 | 7.6062 GBP | |||
PEARSON PLC | CFD | Opening Short | 4,258 | 7.1134 GBP | |||
PEARSON PLC | SWAP | Opening Short | 6,000 | 7.7437 GBP | |||
PEARSON PLC | SWAP | Opening Short | 9,669 | 7.5536 GBP | |||
PEARSON PLC | SWAP | Opening Short | 10,607 | 7.7526 GBP | |||
PEARSON PLC | SWAP | Opening Short | 12,593 | 7.9034 GBP | |||
PEARSON PLC | SWAP | Opening Short | 15,078 | 7.7022 GBP | |||
PEARSON PLC | CFD | Opening Short | 16,034 | 7.1091 GBP | |||
PEARSON PLC | CFD | Opening Short | 16,185 | 7.1413 GBP | |||
PEARSON PLC | SWAP | Opening Short | 22,034 | 7.7924 GBP | |||
PEARSON PLC | SWAP | Opening Short | 24,122 | 6.7954 GBP | |||
PEARSON PLC | SWAP | Opening Short | 59,250 | 7.8099 GBP | |||
PEARSON PLC | SWAP | Opening Short | 63,250 | 7.3201 GBP | |||
PEARSON PLC | CFD | Opening Short | 206,087 | 7.9249 GBP | |||
PEARSON PLC | SWAP | Opening Long | 11,086 | 7.7451 GBP | |||
PEARSON PLC | SWAP | Opening Long | 1,024,112 | 7.5605 GBP | |||
(c) | Stock-settled derivative transactions (including options) |
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(i) | Writing, selling, purchasing or varying |
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Class | Product | Writing, | Number | Exercise | Type | Expiry | Option |
of | description | purchasing, | of | price |
| date | money |
relevant |
| selling, | securities | per unit |
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security |
| varying etc | to which |
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| received |
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| option |
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| per unit |
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| relates |
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(ii) | Exercising |
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Class of relevant | Product description | Exercising/ exercised against | Number of | Exercise price per | |||
security |
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| securities | unit | ||
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(d) | Other dealings (including subscribing for new securities) |
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Class of relevant |
| Nature of Dealings |
| Details | Price per unit (if |
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security |
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| applicable) |
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4. | OTHER INFORMATION | ||||||
(a) | Indemnity and other dealings 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 exempt principal trader making the disclosure and any party | |||||||
to the offer or any person acting in concert with a party to the offer: |
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NONE | |||||||
(b) | Agreements, arrangements or understandings relating to options or derivatives | ||||||
Details of any agreement, arrangement or understanding, formal or informal, between | |||||||
the exempt principal trader making the disclosure and any other person relating to: | |||||||
(i) the voting rights of any relevant securities under any option; or |
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(ii) the voting rights of future acquisition or disposal of any relevant securities to which | |||||||
any derivative is referenced: |
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NONE | |||||||
(c) | Attachments |
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Is a Supplemental Form 8 (Open Positions) attached? | NO | ||||||
Date of disclosure: | 14 Mar 2022 | ||||||
Contact name: | Large Holdings Regulatory Operations | ||||||
Telephone number: | 020 3134 7213 |
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Related Shares:
BarclaysPearson