Last checked at 6 Jan 2021 15:30
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 interest and short | |
| positions disclosed, if different from 1(a): | ||
| (c) | Name of offeror/offeree in relation to whose | MGM RESORTS INTERNATIONAL |
| relevant securities this form relates: | ||
| (d) | If an exempt fund manager connected with an | |
| offeror/offeree, state this and specify identity of | ||
| offeror/offeree: | ||
| (e) | Date position held/dealing undertaken: | 05 January 2021 |
| (f) | In addition to the company in 1(c) above, is the discloser making | YES: |
| disclosures in respect of any other party to the offer? | ENTAIN PLC | |
| GVC HLDGS PLC | ||
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: | USD 0.01 common | ||||
Interests | Short Positions | ||||
Number | (%) | Number | (%) | ||
(1) | Relevant securities owned |
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| and/or controlled: | 463,613 | 0.09% | 423,639 | 0.09% | |
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(2) | Cash-settled derivatives: |
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300,252 | 0.06% | 0 | 0.00% | ||
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(3) | Stock-settled derivatives (including options) |
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| and agreements to purchase/sell: | 996,000 | 0.20% | 633,000 | 0.13% | |
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(4) |
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| TOTAL: | 1,759,865 | 0.36% | 1,056,639 | 0.21% | |
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 |
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| USD 0.01 common | Purchase | 184 | 30.1426 USD |
| USD 0.01 common | Purchase | 200 | 30.3950 USD |
| USD 0.01 common | Purchase | 200 | 30.1600 USD |
| USD 0.01 common | Purchase | 240 | 30.0950 USD |
| USD 0.01 common | Purchase | 320 | 30.3093 USD |
| USD 0.01 common | Purchase | 400 | 30.3775 USD |
| USD 0.01 common | Purchase | 700 | 30.2457 USD |
| USD 0.01 common | Purchase | 720 | 30.2566 USD |
| USD 0.01 common | Purchase | 840 | 30.2664 USD |
| USD 0.01 common | Purchase | 903 | 30.1309 USD |
| USD 0.01 common | Purchase | 1,000 | 30.3580 USD |
| USD 0.01 common | Purchase | 1,100 | 30.2654 USD |
| USD 0.01 common | Purchase | 1,196 | 30.1977 USD |
| USD 0.01 common | Purchase | 1,300 | 30.0542 USD |
| USD 0.01 common | Purchase | 1,320 | 30.2934 USD |
| USD 0.01 common | Purchase | 1,549 | 30.1133 USD |
| USD 0.01 common | Purchase | 1,600 | 30.1181 USD |
| USD 0.01 common | Purchase | 1,770 | 30.1323 USD |
| USD 0.01 common | Purchase | 1,793 | 30.0990 USD |
| USD 0.01 common | Purchase | 2,008 | 30.1459 USD |
| USD 0.01 common | Purchase | 2,040 | 30.1761 USD |
| USD 0.01 common | Purchase | 2,178 | 30.1651 USD |
| USD 0.01 common | Purchase | 2,242 | 30.0917 USD |
| USD 0.01 common | Purchase | 2,595 | 30.0790 USD |
| USD 0.01 common | Purchase | 3,314 | 30.1701 USD |
| USD 0.01 common | Purchase | 3,335 | 29.9692 USD |
| USD 0.01 common | Purchase | 3,410 | 30.0469 USD |
| USD 0.01 common | Purchase | 3,508 | 30.0677 USD |
| USD 0.01 common | Purchase | 3,526 | 30.0704 USD |
| USD 0.01 common | Purchase | 3,559 | 30.1262 USD |
| USD 0.01 common | Purchase | 3,866 | 30.1011 USD |
| USD 0.01 common | Purchase | 3,998 | 29.7895 USD |
| USD 0.01 common | Purchase | 4,110 | 30.0762 USD |
| USD 0.01 common | Purchase | 4,138 | 30.0394 USD |
| USD 0.01 common | Purchase | 4,474 | 30.1141 USD |
| USD 0.01 common | Purchase | 4,836 | 30.0812 USD |
| USD 0.01 common | Purchase | 7,110 | 30.0366 USD |
| USD 0.01 common | Purchase | 7,930 | 30.1083 USD |
| USD 0.01 common | Purchase | 8,071 | 29.8157 USD |
| USD 0.01 common | Purchase | 8,605 | 29.9926 USD |
| USD 0.01 common | Purchase | 10,799 | 30.1321 USD |
| USD 0.01 common | Purchase | 12,800 | 30.1090 USD |
| USD 0.01 common | Purchase | 17,597 | 30.3600 USD |
| USD 0.01 common | Purchase | 20,422 | 30.2758 USD |
| USD 0.01 common | Purchase | 30,410 | 30.0652 USD |
| USD 0.01 common | Purchase | 30,523 | 30.1342 USD |
| USD 0.01 common | Purchase | 36,503 | 30.1167 USD |
| USD 0.01 common | Purchase | 37,185 | 30.0629 USD |
| USD 0.01 common | Purchase | 42,179 | 30.0726 USD |
| USD 0.01 common | Purchase | 47,968 | 30.1504 USD |
| USD 0.01 common | Purchase | 63,291 | 30.0479 USD |
| USD 0.01 common | Purchase | 77,489 | 30.2249 USD |
| USD 0.01 common | Purchase | 142,430 | 30.1080 USD |
| USD 0.01 common | Purchase | 239,293 | 30.0756 USD |
| USD 0.01 common | Sale | 100 | 30.4100 USD |
| USD 0.01 common | Sale | 100 | 30.0100 USD |
| USD 0.01 common | Sale | 200 | 30.3500 USD |
| USD 0.01 common | Sale | 200 | 30.3450 USD |
| USD 0.01 common | Sale | 200 | 30.3075 USD |
| USD 0.01 common | Sale | 200 | 29.9950 USD |
| USD 0.01 common | Sale | 400 | 30.4050 USD |
| USD 0.01 common | Sale | 400 | 30.3800 USD |
| USD 0.01 common | Sale | 400 | 30.3700 USD |
| USD 0.01 common | Sale | 532 | 30.2647 USD |
| USD 0.01 common | Sale | 833 | 30.0939 USD |
| USD 0.01 common | Sale | 1,320 | 30.2934 USD |
| USD 0.01 common | Sale | 1,400 | 29.9985 USD |
| USD 0.01 common | Sale | 1,587 | 29.9435 USD |
| USD 0.01 common | Sale | 1,700 | 29.9270 USD |
| USD 0.01 common | Sale | 2,202 | 30.0188 USD |
| USD 0.01 common | Sale | 2,409 | 29.9889 USD |
| USD 0.01 common | Sale | 2,900 | 29.9905 USD |
| USD 0.01 common | Sale | 3,053 | 29.9927 USD |
| USD 0.01 common | Sale | 3,259 | 29.9806 USD |
| USD 0.01 common | Sale | 3,360 | 29.9828 USD |
| USD 0.01 common | Sale | 3,500 | 30.2918 USD |
| USD 0.01 common | Sale | 3,655 | 30.2926 USD |
| USD 0.01 common | Sale | 4,663 | 29.5200 USD |
| USD 0.01 common | Sale | 5,001 | 29.8950 USD |
| USD 0.01 common | Sale | 6,200 | 30.0732 USD |
| USD 0.01 common | Sale | 6,545 | 29.9800 USD |
| USD 0.01 common | Sale | 7,538 | 30.3714 USD |
| USD 0.01 common | Sale | 8,477 | 30.0004 USD |
| USD 0.01 common | Sale | 8,680 | 30.1761 USD |
| USD 0.01 common | Sale | 11,090 | 29.9836 USD |
| USD 0.01 common | Sale | 12,180 | 30.1838 USD |
| USD 0.01 common | Sale | 17,392 | 30.3643 USD |
| USD 0.01 common | Sale | 18,921 | 30.2753 USD |
| USD 0.01 common | Sale | 19,354 | 30.1699 USD |
| USD 0.01 common | Sale | 19,696 | 30.1775 USD |
| USD 0.01 common | Sale | 20,682 | 30.3600 USD |
| USD 0.01 common | Sale | 33,128 | 30.0597 USD |
| USD 0.01 common | Sale | 34,475 | 30.0814 USD |
| USD 0.01 common | Sale | 37,247 | 30.1679 USD |
| USD 0.01 common | Sale | 67,253 | 30.1171 USD |
| USD 0.01 common | Sale | 525,519 | 30.0912 USD |
(b) Cash-settled derivative transactions
| Class of | Product | Nature of dealing | Number of | Price per |
| relevant | description | reference | unit | |
| security | securities | |||
USD 0.01 common | SWAP | Long | 52,900 | 29.9669 USD |
(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: | 6 Jan 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
| Identity of the person whose positions/dealings | Barclays PLC. |
| are being disclosed: | |
| Name of offeror/offeree in relation to whose | MGM RESORTS INTERNATIONAL |
| relevant securities this from relates: |
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 | ||||||
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| relates |
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| USD 0.01 common | Call Options | Purchased | 10,500 | 20.0000 | American | 15 Jan 2021 |
| USD 0.01 common | Call Options | Purchased | 15,800 | 20.0000 | American | 21 Jan 2022 |
| USD 0.01 common | Call Options | Purchased | 99,800 | 15.0000 | American | 15 Jan 2021 |
| USD 0.01 common | Call Options | Purchased | 185,100 | 18.0000 | American | 15 Jan 2021 |
| USD 0.01 common | Call Options | Written | -244,000 | 23.0000 | American | 15 Jan 2021 |
| USD 0.01 common | Call Options | Written | -31,600 | 40.0000 | American | 21 Jan 2022 |
| USD 0.01 common | Put Options | Purchased | -120,000 | 27.0000 | American | 18 Jun 2021 |
| USD 0.01 common | Put Options | Purchased | -100,000 | 26.0000 | American | 19 Mar 2021 |
| USD 0.01 common | Put Options | Purchased | -99,400 | 20.0000 | American | 15 Jan 2021 |
| USD 0.01 common | Put Options | Purchased | -31,000 | 27.0000 | American | 15 Jan 2021 |
| USD 0.01 common | Put Options | Purchased | -5,700 | 5.0000 | American | 15 Jan 2021 |
| USD 0.01 common | Put Options | Purchased | -1,300 | 18.0000 | American | 18 Jun 2021 |
| USD 0.01 common | Put Options | Written | 120,000 | 20.0000 | American | 18 Jun 2021 |
| USD 0.01 common | Put Options | Written | 125,000 | 10.0000 | American | 15 Jan 2021 |
| USD 0.01 common | Put Options | Written | 200,000 | 35.0000 | American | 15 Jan 2021 |
| USD 0.01 common | Put Options | Written | 239,800 | 30.0000 | American | 15 Jan 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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