Last checked at 15 Feb 2021 11:53
FORM 8.3
PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code (the “Code”)
1. KEY INFORMATION
(a) Full name of discloser: | Barclays PLC. |
(b) Owner or controller of interests and short positions disclosed, if different from 1(a): The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named. |
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(c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | DIALOG SEMICONDUCTOR PLC |
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: |
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(e) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure | 12 FEB 2021 |
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer? If it is a cash offer or possible cash offer, state “N/A” | NO |
2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE
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(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.
(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: | 10p ordinary | ||||
| Interests | Short Positions | ||||
| Number | (%) | Number | (%) | ||
(1) | Relevant securities owned | ||||
| and/or controlled: | 832,845 | 1.17% | 141,674 | 0.20% | |
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(2) | Cash-settled derivatives: |
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70,268 | 0.10% | 653,627 | 0.92% | ||
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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: | 903,113 | 1.27% | 795,301 | 1.12% | |
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All interests and all short positions should be disclosed.
Details of any open stock-settled derivative positions (including traded options), 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 employee options)
Class of relevant security in relation to which subscription right exists: |
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Details, including nature of the rights concerned and relevant percentages: |
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3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(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 | Purchase/sale | Number of | Price per unit |
| security | securities | ||
| 10p ordinary | Purchase | 14 | 65.5200 EUR |
| 10p ordinary | Purchase | 51 | 65.4800 EUR |
| 10p ordinary | Purchase | 53 | 65.5900 EUR |
| 10p ordinary | Purchase | 60 | 65.6000 EUR |
| 10p ordinary | Purchase | 63 | 65.4838 EUR |
| 10p ordinary | Purchase | 112 | 65.5662 EUR |
| 10p ordinary | Purchase | 115 | 65.5400 EUR |
| 10p ordinary | Purchase | 183 | 65.5500 EUR |
| 10p ordinary | Purchase | 314 | 65.5943 EUR |
| 10p ordinary | Purchase | 364 | 65.4974 EUR |
| 10p ordinary | Purchase | 446 | 65.6383 EUR |
| 10p ordinary | Purchase | 2,918 | 65.5307 EUR |
| 10p ordinary | Purchase | 3,354 | 65.5454 EUR |
| 10p ordinary | Purchase | 3,972 | 65.5524 EUR |
| 10p ordinary | Purchase | 4,717 | 65.5505 EUR |
| 10p ordinary | Purchase | 6,169 | 65.5600 EUR |
| 10p ordinary | Purchase | 6,365 | 65.5251 EUR |
| 10p ordinary | Purchase | 6,897 | 65.5292 EUR |
| 10p ordinary | Purchase | 135,304 | 65.5000 EUR |
| 10p ordinary | Sale | 51 | 65.6400 EUR |
| 10p ordinary | Sale | 75 | 65.6208 EUR |
| 10p ordinary | Sale | 99 | 65.5640 EUR |
| 10p ordinary | Sale | 141 | 65.4502 EUR |
| 10p ordinary | Sale | 183 | 65.5500 EUR |
| 10p ordinary | Sale | 368 | 65.6000 EUR |
| 10p ordinary | Sale | 640 | 65.5083 EUR |
| 10p ordinary | Sale | 660 | 65.5020 EUR |
| 10p ordinary | Sale | 1,175 | 65.4835 EUR |
| 10p ordinary | Sale | 2,358 | 65.5177 EUR |
| 10p ordinary | Sale | 2,780 | 65.5472 EUR |
| 10p ordinary | Sale | 3,180 | 65.5338 EUR |
| 10p ordinary | Sale | 4,012 | 65.5043 EUR |
| 10p ordinary | Sale | 5,051 | 65.5202 EUR |
| 10p ordinary | Sale | 5,194 | 65.5600 EUR |
| 10p ordinary | Sale | 5,841 | 65.5273 EUR |
| 10p ordinary | Sale | 8,706 | 65.5064 EUR |
| 10p ordinary | Sale | 35,264 | 65.5000 EUR |
| 10p ordinary | Sale | 41,686 | 65.5219 EUR |
(b) Cash-settled derivative transactions
| Class of | Product | Nature of dealing | Number of | Price per |
| relevant | description | reference | unit | |
| security | securities | |||
| 10p ordinary | CFD | Long | 2 | 65.5300 EUR |
| 10p ordinary | CFD | Long | 12 | 65.5275 EUR |
| 10p ordinary | CFD | Long | 390 | 65.5040 EUR |
| 10p ordinary | SWAP | Long | 660 | 65.5232 EUR |
| 10p ordinary | SWAP | Long | 1,826 | 65.5273 EUR |
| 10p ordinary | SWAP | Long | 4,621 | 65.5600 EUR |
| 10p ordinary | CFD | Long | 5,827 | 65.5273 EUR |
| 10p ordinary | CFD | Long | 11,548 | 65.4885 EUR |
| 10p ordinary | CFD | Short | 822 | 65.5600 EUR |
| 10p ordinary | SWAP | Short | 4,621 | 65.5600 EUR |
| 10p ordinary | CFD | Short | 12,489 | 65.5627 EUR |
| 10p ordinary | CFD | Short | 15,557 | 65.5413 EUR |
(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 | Type e.g. American, European etc. | Expiry date | Option money paid/ received per unit |
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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 |
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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) |
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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 person 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
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(b) Agreements, arrangements or understandings relating to options or derivatives
Details of any agreement, arrangement or understanding, formal or informal, between the person 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
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(c) Attachments
Is a Supplemental Form 8 (Open Positions) attached? | YES |
Date of disclosure: | 15 FEB 2021 |
Contact name: | Large Holdings Regulatory Operations |
Telephone number*: | 020 3134 7213 |
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.
The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.
*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel’s Market Surveillance Unit.
The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.
SUPPLEMENTAL FORM 8 (OPEN POSITIONS)
DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.
Note 5(i) on Rule 8 of the Takeover Code (the “Code”)
1. KEY INFORMATION
Full name of person making disclosure: | Barclays PLC. |
Name of offeror/offeree in relation to whose relevant securities the disclosure relates: | DIALOG SEMICONDUCTOR PLC |
2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
| Class | Product | Writing, | Number | Exercise | Type | Expiry |
| of | description | purchasing, | of | price | date | |
| relevant | selling, | securities | per unit | |||
| security | varying etc | to which | ||||
| option | ||||||
| relates | ||||||
| 10p ordinary | Call Options | Purchased | 18,517 | 53.1888 | European | 26 Feb 2021 |
| 10p ordinary | Call Options | Purchased | 19,361 | 53.6607 | European | 12 Mar 2021 |
| 10p ordinary | Call Options | Purchased | 22,020 | 69.0099 | European | 30 Apr 2021 |
3. AGREEMENTS TO PURCHASE OR SELL ETC.
Full details should be given so that the nature of the interest or position can be fully understood: |
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It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to cash-settled derivatives.
The currency of all prices and other monetary amounts should be stated.
The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.
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