2nd Feb 2016 11:59
FORM 8.5 (EPT/RI)
PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY
Rule 8.5 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Name of exempt principal trader: | J.P. Morgan Securities plc |
(b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Royal Dutch Shell Plc |
(c) Name of the party to the offer with which exempt principal trader is connected: | BG Group Plc |
(d) Date dealing undertaken: | 01 February 2016 |
(e) In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer? If it is a cash offer or possible cash offer, state "N/A" | Yes BG Group Plc |
2. DEALINGS BY THE EXEMPT PRINCIPAL TRADER
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(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 | Purchases/ sales
| Total number of securities | Highest price per unit paid/received
| Lowest price per unit paid/received
|
Ordinary A Shares | Purchases
Sales | 689,801 1,153,410
5,224,265 2,906,777 | 15.2800 GBP 20.1450 EUR
15.2626 GBP 20.1800 EUR | 14.7250 GBP 19.4900 EUR
14.7200 GBP 19.4849 EUR |
Class of relevant security | Purchases/ sales
| Total number of securities | Highest price per unit paid/received (GBP)
| Lowest price per unit paid/received (GBP)
|
Ordinary B Shares | Purchases
Sales
| 737,485
788,486 | 15.3150
15.3150 | 14.8450
14.7375 |
(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
|
Ordinary A Shares | Equity Swaps
| Long
Short
| 51,857 130,569 1,754 389 1,622 151 10,649 1,907 422 1,141 257 712 169 482 114 100 25 4,810,320 293 185 12,000 28,683 290 24 265 3,031 790 183 1,000 40,000 53,692 38,206 2,000 7,257 10,000 83,770 2,533 593 1,342,216 1,000 7,500
8,072 2,231 17,800 15,000 11,180 372 1,100 | 14.8609 GBP 14.8917 GBP 14.9146 GBP 14.9216 GBP 14.9223 GBP 14.9355 GBP 14.9444 GBP 14.9551 GBP 14.9655 GBP 14.9708 GBP 14.9743 GBP 15.0015 GBP 15.0021 GBP 15.0281 GBP 15.0286 GBP 15.0397 GBP 15.0415 GBP 15.0600 GBP 19.4849 EUR 19.4881 EUR 19.4900 EUR 19.5470 EUR 19.5576 EUR 19.5583 EUR 19.5590 EUR 19.5594 EUR 19.5602 EUR 19.5930 EUR 19.6334 EUR 19.7033 EUR 19.7600 EUR 19.7715 EUR 19.8030 EUR 19.8203 EUR 19.8620 EUR 19.8720 EUR 19.8730 EUR 19.8735 EUR 19.9950 EUR 20.0300 EUR 20.0570 EUR
14.8170 GBP 14.9450 GBP 15.0370 GBP 19.5024 EUR 19.5157 EUR 19.7577 EUR 19.9892 EUR |
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
|
Ordinary B Shares | Equity Swap
| Long
Short
| 45,000 13,480 350 341,673
100 922 341,673 | 14.9147 GBP 14.9281 GBP 15.0300 GBP 15.2100 GBP
14.9808 GBP 15.0000 GBP 15.2100 GBP |
(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 (EUR) | Type e.g. American, European etc. | Expiry date | Option money paid/ received per unit (EUR) |
Ordinary A Shares |
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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 (GBP) | Type e.g. American, European etc. | Expiry date | Option money paid/ received per unit (GBP) |
Ordinary B Shares |
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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
|
Ordinary A Shares |
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Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit (GBP) |
Ordinary B Shares |
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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) (GBP) |
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3. 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 exempt principal trader 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
|
(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 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
|
Date of disclosure: | 02 February 2016 |
Contact name: | Tung Le |
Telephone number: | 020 7742 7272 |
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 dealing 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:
RDSA.L