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3 Mar 2015 11:56
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 in relation to whose | CATLIN GROUP LTD | |||
| relevant securities this form relates: | |||||
| (c) | Name of the party to the offer with which exempt | CATLIN GROUP LTD | |||
| principal trader is connected | |||||
| (d) | Date position held/dealing undertaken: | 2 March 2015 | |||
| (e) | Has the EPT previously disclosed, or is it | YES: | |||
| today disclosing, under the Code in respect | XL GROUP PLC | ||||
| of any other party to this offer? |
2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER
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.
(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: | 806,470 | 0.22% | 340,646 | 0.09% | |||||||
| (2) | Derivatives (other than | ||||||||||
| options): | 110,977 | 0.03% | 514,141 | 0.14% | |||||||
| (3) | Options and agreements to | ||||||||||
| purchase/sell: | 0 | 0.00% | 0 | 0.00% | |||||||
| (4) | |||||||||||
| TOTAL: | 917,447 | 0.25% | 854,787 | 0.23% | |||||||
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: | |
| Details, including nature of the rights concerned and relevant percentages: |
3. DEALINGS (IF ANY) 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 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 | ||||||
| ORD | Purchase | 541 | 6.8600 GBP | ||||
| ORD | Purchase | 561 | 6.8850 GBP | ||||
| ORD | Purchase | 614 | 6.8750 GBP | ||||
| ORD | Purchase | 1,071 | 6.8800 GBP | ||||
| ORD | Purchase | 1,085 | 6.8650 GBP | ||||
| ORD | Purchase | 2,074 | 6.8950 GBP | ||||
| ORD | Purchase | 2,300 | 6.8999 GBP | ||||
| ORD | Purchase | 2,992 | 6.9000 GBP | ||||
| ORD | Purchase | 4,070 | 6.9050 GBP | ||||
| ORD | Purchase | 5,563 | 6.8786 GBP | ||||
| ORD | Purchase | 53,712 | 6.9049 GBP | ||||
| ORD | Purchase | 132,355 | 6.9043 GBP | ||||
| ORD | Sale | 299 | 6.8800 GBP | ||||
| ORD | Sale | 541 | 6.8600 GBP | ||||
| ORD | Sale | 556 | 6.8700 GBP | ||||
| ORD | Sale | 561 | 6.8850 GBP | ||||
| ORD | Sale | 614 | 6.8750 GBP | ||||
| ORD | Sale | 798 | 6.8925 GBP | ||||
| ORD | Sale | 1,084 | 6.8650 GBP | ||||
| ORD | Sale | 41,403 | 6.9050 GBP | ||||
| ORD | Sale | 1,249 | 6.8754 GBP | ||||
| ORD | Sale | 1,629 | 6.8550 GBP | ||||
| ORD | Sale | 1,787 | 6.8807 GBP | ||||
| ORD | Sale | 1,919 | 6.8849 GBP | ||||
| ORD | Sale | 2,016 | 6.8559 GBP | ||||
| ORD | Sale | 2,074 | 6.8950 GBP | ||||
| ORD | Sale | 2,464 | 6.8608 GBP | ||||
| ORD | Sale | 2,552 | 6.9050 GBP | ||||
| ORD | Sale | 2,992 | 6.9000 GBP | ||||
| ORD | Sale | 7,014 | 6.8639 GBP | ||||
| ORD | Sale | 7,593 | 6.9012 GBP | ||||
| ORD | Sale | 8,130 | 6.8942 GBP | ||||
| ORD | Sale | 9,240 | 6.8841 GBP | ||||
| ORD | Sale | 20,128 | 6.8902 GBP | ||||
| ORD | Sale | 29,785 | 6.8899 GBP | ||||
| ORD | Sale | 44,245 | 6.8796 GBP | ||||
| ORD | Sale | 248,415 | 6.8969 GBP |
(b) Cash-settled derivative transactions
| Class of | Product | Nature of dealing | Number of | Price per | |||||
| relevant | description | reference | unit | ||||||
| security | securities | ||||||||
| ORD | SWAP | Long | 200 | 6.8499 GBP | |||||
| ORD | CFD | Long | 200 | 6.8695 GBP | |||||
| ORD | SWAP | Long | 4,251 | 6.8903 GBP | |||||
| ORD | CFD | Long | 5,488 | 6.8595 GBP | |||||
| ORD | SWAP | Long | 6,198 | 6.8798 GBP | |||||
| ORD | CFD | Long | 20,128 | 6.8902 GBP | |||||
| ORD | SWAP | Short | 18 | 6.8500 GBP | |||||
| ORD | SWAP | Short | 100 | 6.8601 GBP | |||||
| ORD | SWAP | Short | 1,000 | 6.9006 GBP | |||||
| ORD | SWAP | Short | 4,288 | 6.8884 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 | Type e.g. American, European etc. | Expiry date | Option money paid/ received per unit |
(ii) Exercise
| Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit |
(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) |
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: Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “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” |
(c) Attachments
| Is a Supplemental Form 8 (Open Positions) attached? | NO | ||
| Date of disclosure: | 3 Mar 2015 | ||
| Contact name: | Sushil Vashisht | ||
| Telephone number: | 0207 773 0744 |
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 disclosure requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.
Copyright Business Wire 2015
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