16th Dec 2020 07:00
FORM 8.5 (EPT/NON-RI) Amendment to Sales
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 | RSA INSURANCE GROUP PLC |
| relevant securities this form relates: | ||
| (c) | Name of the party to the offer with which exempt | Regent Bidco Limited (a wholly-owned subsidiary of Intact Financial Corporation) |
| principal trader is connected | ||
| (d) | Date position held/dealing undertaken: | 10 December 2020 |
| (e) | In addition to the company in 1(b) above, is the exempt principal | NO |
| trader making disclosures in respect of any other party to the offer? |
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)
| Class of relevant security: | 100p ordinary | ||||
| Interests | Short Positions | ||||
| Number | (%) | Number | (%) | ||
(1) | Relevant securities owned | ||||
| and/or controlled: | 15,489,714 | 1.50% | 3,429,621 | 0.33% | |
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(2) | Cash-settled derivatives: | 2,467,507 | 0.24% | 10,873,634 | 1.05% |
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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: | 17,957,221 | 1.73% | 14,303,255 | 1.38% | |
(b) Rights to subscribe for new securities (including directors and other executive options)
| 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 EXEMPT PRINCIPAL TRADER
(a) Purchases and sales
| Class of relevant | Purchase/sale | Total number of | Highest price per unit | Lowest price per unit |
| security | securities | paid/received | paid/received | |
| 100p ordinary | Purchase | 885,568 | 6.7624 GBP | 6.754 GBP |
| 100p ordinary | Sale | 1,273,612 | 6.7620 GBP | 6.754 GBP |
(b) Cash-settled derivative transactions
| Class of | Product | Nature of dealing | Number of | Price per |
| relevant | description | reference | unit | |
| security | securities | |||
| 100p ordinary | SWAP | Long | 3,757 | 6.7579 GBP |
| 100p ordinary | SWAP | Long | 5,865 | 6.7583 GBP |
| 100p ordinary | SWAP | Long | 66,831 | 6.7569 GBP |
| 100p ordinary | SWAP | Long | 70,348 | 6.7580 GBP |
| 100p ordinary | SWAP | Long | 112,527 | 6.7571 GBP |
| 100p ordinary | SWAP | Long | 312,086 | 6.7570 GBP |
| 100p ordinary | CFD | Short | 672 | 6.7586 GBP |
| 100p ordinary | SWAP | Short | 1,000 | 6.7624 GBP |
| 100p ordinary | SWAP | Short | 4,042 | 6.7578 GBP |
| 100p ordinary | SWAP | Short | 4,256 | 6.7573 GBP |
| 100p ordinary | SWAP | Short | 13,888 | 6.7579 GBP |
| 100p ordinary | CFD | Short | 62,728 | 6.7578 GBP |
| 100p ordinary | SWAP | Short | 96,369 | 6.7591 GBP |
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
| Class | Product | Writing, | Number | Exercise | Type | Expiry | Option |
| of | description | purchasing, | of | price | date | money | |
| relevant | selling, | securities | per unit | paid/ | |||
| security | varying etc | to which | received | ||||
| option | per unit | ||||||
| relates | |||||||
(ii) Exercising
| Class of relevant | Product description | Exercising/ exercised against | Number of | Exercise price per |
| security | securities | unit | ||
(d) Other dealings (including subscribing for new securities)
| Class of relevant | Nature of Dealings | Details | Price per unit (if |
| security | applicable) | ||
4. OTHER INFORMATION
(a) Indemnity and other dealings 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 exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer: |
| 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 |
| (ii) the voting rights of future acquisition or disposal of any relevant securities to which any derivative is referenced: |
| NONE |
(c) Attachments
| Is a Supplemental Form 8 (Open Positions) attached? | NO |
| Date of disclosure: | 16 Dec 2020 |
| Contact name: | Large Holdings Regulatory Operations |
| Telephone number: | 020 3134 7213 |
View source version on businesswire.com: https://www.businesswire.com/news/home/20201215006212/en/
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