TIDMTT. 
 
 

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            TUI TRAVEL PLC 
      in relation to whose 
      relevant securities 
      this form relates: 
(c)   Name of the party to the           TUI TRAVEL PLC 
      offer with which exempt 
      principal trader is connected 
(d)   Date position held/dealing         10 September 2014 
      undertaken: 
(e)   Has the EPT previously             YES: 
      disclosed, or is it 
      today disclosing, under            TUI AG 
      the Code in respect 
      of any other party to this 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:      ORD 
                                 Interests          Short Positions 
                                 Number      (%)    Number      (%) 
(1)   Relevant securities owned 
      and/or controlled:         11,339,670  1.00%  3,153,609   0.28% 
(2)   Derivatives (other than 
      options):                  915,784     0.08%  7,913,630   0.70% 
(3)   Options and agreements to 
      purchase/DEALING:             0           0.00%  0           0.00% 
(4) 
      TOTAL:                     12,255,454  1.08%  11,067,239  0.98% 
Class of relevant security:      Convertible Bond XS0503743949 
                                 Interests          Short Positions 
                                 Number      (%)    Number      (%) 
(1)   Relevant securities owned 
      and/or controlled:         3,500,000   0.88%  0           0.00% 
(2)   Derivatives (other than 
      options):                  0           0.00%  0           0.00% 
(3)   Options and agreements to 
      purchase/DEALING:             0           0.00%  0           0.00% 
(4) 
      TOTAL:                     3,500,000   0.88%  0           0.00% 
Class of relevant security:      Convertible Bond XS0455660216 
                                 Interests          Short Positions 
                                 Number      (%)    Number      (%) 
(1)   Relevant securities owned 
      and/or controlled:         3,800,000   1.29%  0           0.00% 
(2)   Derivatives (other than 
      options):                  0           0.00%  0           0.00% 
(3)   Options and agreements to 
      purchase/DEALING:             0           0.00%  0           0.00% 
(4) 
      TOTAL:                     3,800,000   1.29%  0           0.00% 
 
 

All interests and all short positions should be disclosed.

 

Details of any open derivative or option positions, 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 executive options)

 
Class of relevant security in relation 
to which subscription right  exists: 
Details, including nature of the rights 
concerned and relevant  percentages: 
 
 

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(b), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

 

3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER

 

(a) Purchases and sales

 
Class of relevant   Purchase/DEALING  Number of   Price per unit 
security                           securities 
Convertible Bond    Sale           1,000,000   115.0000 GBP 
ORD                 Purchase       7           3.6085 GBP 
ORD                 Purchase       107         3.6041 GBP 
ORD                 Purchase       613         3.6160 GBP 
ORD                 Purchase       1,012       3.6081 GBP 
ORD                 Purchase       1,152       3.6150 GBP 
ORD                 Purchase       1,508       3.5790 GBP 
ORD                 Purchase       2,066       3.6130 GBP 
ORD                 Purchase       2,078       3.6140 GBP 
ORD                 Purchase       2,102       3.6084 GBP 
ORD                 Purchase       3,092       3.6110 GBP 
ORD                 Purchase       3,606       3.6030 GBP 
ORD                 Purchase       3,658       3.6060 GBP 
ORD                 Purchase       3,709       3.6170 GBP 
ORD                 Purchase       4,164       3.5800 GBP 
ORD                 Purchase       4,597       3.6100 GBP 
ORD                 Purchase       5,806       3.6043 GBP 
ORD                 Purchase       6,198       3.6080 GBP 
ORD                 Purchase       6,499       3.5978 GBP 
ORD                 Purchase       6,649       3.6090 GBP 
ORD                 Purchase       8,949       3.6127 GBP 
ORD                 Purchase       9,894       3.6040 GBP 
ORD                 Purchase       11,223      3.6020 GBP 
ORD                 Purchase       14,468      3.6120 GBP 
ORD                 Purchase       25,854      3.6050 GBP 
ORD                 Purchase       26,655      3.6033 GBP 
ORD                 Purchase       34,476      3.6070 GBP 
ORD                 Sale           277         3.6110 GBP 
ORD                 Sale           462         3.6060 GBP 
ORD                 Sale           462         3.6080 GBP 
ORD                 Sale           462         3.6090 GBP 
ORD                 Sale           524         3.6030 GBP 
ORD                 Sale           524         3.6040 GBP 
ORD                 Sale           590         3.5800 GBP 
ORD                 Sale           738         3.5936 GBP 
ORD                 Sale           924         3.6170 GBP 
ORD                 Sale           1,003       3.5971 GBP 
ORD                 Sale           1,012       3.6081 GBP 
ORD                 Sale           1,039       3.6140 GBP 
ORD                 Sale           1,201       3.6100 GBP 
ORD                 Sale           1,314       3.6127 GBP 
ORD                 Sale           1,647       3.6006 GBP 
ORD                 Sale           1,680       3.5994 GBP 
ORD                 Sale           1,973       3.6070 GBP 
ORD                 Sale           2,353       3.6126 GBP 
ORD                 Sale           2,870       3.6120 GBP 
ORD                 Sale           4,618       3.6050 GBP 
ORD                 Sale           6,706       3.6150 GBP 
ORD                 Sale           11,404      3.6003 GBP 
ORD                 Sale           14,854      3.6107 GBP 
ORD                 Sale           20,767      3.5986 GBP 
 
 

(b) Derivatives transactions (other than options)

 
Class of   Product      Nature of dealing  Number of   Price per 
relevant   description                     reference   unit 
security                                   securities 
ORD        SWAP         Long               2,802       3.5796 GBP 
ORD        CFD          Long               1,680       3.5994 GBP 
ORD        CFD          Long               3,568       3.5955 GBP 
ORD        CFD          Long               7,576       3.5991 GBP 
ORD        SWAP         Long               16,746      3.6113 GBP 
ORD        CFD          Short              5,665       3.6024 GBP 
ORD        CFD          Short              6,499       3.5978 GBP 
ORD        CFD          Short              6,881       3.6164 GBP 
 
 

(c) Options transactions in respect of existing securities

 

(i) Writing, selling, purchasing or varying

 
Class of   Product      Writing,     Number      Exercise  Type       Expiry date  Option 
relevant   description  purchasing,  of          price     e.g.                    money 
security   e.g.         selling,     securities  per unit  American,               paid/ 
           call         varying      to                    European                received 
           option       etc.         which                 etc.                    per 
                                     option                                        unit 
                                     relates 
 
 

(ii) Exercising

 
Class of relevant   Product description  Number         Exercise price 
security            e.g. call option     of securities  per unit 
 
 

(d) Other dealings (including subscribing for new securities)

 
Class of relevant   Nature of dealing   Details  Price per unit (if 
security            e.g. subscription,           applicable) 
                    conversion 
 
 

The currency of all prices and other monetary amounts should be stated.

 

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

 

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 exempt principal 
trader making the disclosure and any 
party to the offer or any person acting in 
concert with a party to  the offer: 
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 
 
 

(c) Attachments

 
Is a Supplemental Form 8 (Open Positions) attached?   NO 
Date of disclosure:                                   11 Sep 2014 
Contact name:                                         Rajesh Muthanna 
Telephone number:                                     020 3555 4634 
 
 

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 monitoring@disclosure.org.uk. 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.

 
 
 
This information is provided by Business Wire 
 
 
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