TIDMCPW 
 
 

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            CARPHONE WAREHOUSE GROUP PLC 
      in relation to whose 
      relevant securities 
      this form relates: 
(c)   Name of the party to the           DIXONS RETAIL PLC 
      offer with which exempt 
      principal trader is connected 
(d)   Date position held/dealing         5 August 2014 
      undertaken: 
(e)   Has the EPT previously             YES: 
      disclosed, or is it 
      today disclosing, under            DIXONS RETAIL PLC 
      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:         2,999,887  0.52%  845,917    0.15% 
(2)   Derivatives (other than 
      options):                  638,305    0.11%  2,718,255  0.47% 
(3)   Options and agreements to 
      purchase/DEALING:             0          0.00%  0          0.00% 
(4) 
      TOTAL:                     3,638,192  0.63%  3,564,172  0.62% 
 
 

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 
ORD                 Purchase       33          3.4175 GBP 
ORD                 Purchase       3,731       3.4259 GBP 
ORD                 Purchase       7,378       3.4173 GBP 
ORD                 Purchase       8,140       3.4150 GBP 
ORD                 Purchase       9,455       3.4323 GBP 
ORD                 Purchase       9,676       3.4313 GBP 
ORD                 Purchase       15,375      3.4146 GBP 
ORD                 Purchase       21,375      3.4081 GBP 
ORD                 Purchase       78,181      3.4241 GBP 
ORD                 Purchase       81,489      3.4262 GBP 
ORD                 Purchase       149,547     3.4085 GBP 
ORD                 Purchase       222,053     3.4282 GBP 
ORD                 Sale           66          3.4300 GBP 
ORD                 Sale           126         3.4090 GBP 
ORD                 Sale           160         3.4076 GBP 
ORD                 Sale           373         3.3940 GBP 
ORD                 Sale           722         3.4467 GBP 
ORD                 Sale           2,346       3.4186 GBP 
ORD                 Sale           3,939       3.4175 GBP 
ORD                 Sale           21,216      3.4248 GBP 
ORD                 Sale           23,162      3.4271 GBP 
ORD                 Sale           26,500      3.4274 GBP 
ORD                 Sale           28,022      3.4091 GBP 
ORD                 Sale           28,412      3.4008 GBP 
ORD                 Sale           54,674      3.4038 GBP 
ORD                 Sale           100,000     3.4163 GBP 
ORD                 Sale           157,252     3.4067 GBP 
ORD                 Sale           350,000     3.4282 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               3,879       3.4288 GBP 
ORD        CFD          Long               5,356       3.3915 GBP 
ORD        CFD          Long               7,892       3.3994 GBP 
ORD        SWAP         Long               53,424      3.4105 GBP 
ORD        SWAP         Long               89,453      3.4118 GBP 
ORD        CFD          Long               100,000     3.4163 GBP 
ORD        CFD          Long               157,252     3.4067 GBP 
ORD        CFD          Short              66          3.4175 GBP 
ORD        SWAP         Short              2,600       3.4451 GBP 
ORD        CFD          Short              8,140       3.4150 GBP 
ORD        CFD          Short              8,151       3.3925 GBP 
ORD        CFD          Short              15,375      3.4146 GBP 
ORD        CFD          Short              16,030      3.4164 GBP 
ORD        CFD          Short              21,375      3.4081 GBP 
ORD        CFD          Short              27,984      3.4159 GBP 
ORD        SWAP         Short              27,984      3.4159 GBP 
ORD        CFD          Short              38,907      3.4060 GBP 
ORD        SWAP         Short              91,338      3.4122 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:                                   6 Aug 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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