20 Nov 2019 12:22
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 | JUST EAT 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 | 19 November 2019 |
(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” | YES : TAKEAWAY.COM NV |
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: | 1p ordinary | ||||
| Interests | Short Positions | ||||
| Number | (%) | Number | (%) | ||
(1) | Relevant securities owned | ||||
| and/or controlled: | 7,906,981 | 1.16% | 1,469,599 | 0.22% | |
(2) | Cash-settled derivatives: | ||||
1,168,385 | 0.17% | 7,507,827 | 1.10% | ||
(3) | Stock-settled derivatives (including options) | ||||
| and agreements to purchase/sell: | 0 | 0.00% | 0 | 0.00% | |
| TOTAL: | 9,075,366 | 1.33% | 8,977,426 | 1.31% | |
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 | ||
| 1p ordinary | Purchase | 24 | 7.5445 GBP |
| 1p ordinary | Purchase | 26 | 7.5519 GBP |
| 1p ordinary | Purchase | 26 | 7.5446 GBP |
| 1p ordinary | Purchase | 50 | 7.5642 GBP |
| 1p ordinary | Purchase | 140 | 7.5704 GBP |
| 1p ordinary | Purchase | 154 | 7.5497 GBP |
| 1p ordinary | Purchase | 230 | 7.5511 GBP |
| 1p ordinary | Purchase | 336 | 7.5700 GBP |
| 1p ordinary | Purchase | 411 | 7.5680 GBP |
| 1p ordinary | Purchase | 414 | 7.5640 GBP |
| 1p ordinary | Purchase | 467 | 7.5660 GBP |
| 1p ordinary | Purchase | 506 | 7.5080 GBP |
| 1p ordinary | Purchase | 600 | 7.5520 GBP |
| 1p ordinary | Purchase | 2,172 | 7.5399 GBP |
| 1p ordinary | Purchase | 6,183 | 7.5355 GBP |
| 1p ordinary | Purchase | 7,523 | 7.5557 GBP |
| 1p ordinary | Purchase | 8,713 | 7.5470 GBP |
| 1p ordinary | Purchase | 9,666 | 7.5559 GBP |
| 1p ordinary | Purchase | 16,117 | 7.5400 GBP |
| 1p ordinary | Purchase | 30,669 | 7.5396 GBP |
| 1p ordinary | Purchase | 33,839 | 7.5494 GBP |
| 1p ordinary | Purchase | 33,858 | 7.5414 GBP |
| 1p ordinary | Purchase | 37,203 | 7.5451 GBP |
| 1p ordinary | Purchase | 47,735 | 7.5669 GBP |
| 1p ordinary | Purchase | 169,359 | 7.5368 GBP |
| 1p ordinary | Sale | 205 | 7.5419 GBP |
| 1p ordinary | Sale | 336 | 7.5700 GBP |
| 1p ordinary | Sale | 414 | 7.5640 GBP |
| 1p ordinary | Sale | 423 | 7.5180 GBP |
| 1p ordinary | Sale | 467 | 7.5660 GBP |
| 1p ordinary | Sale | 475 | 7.5080 GBP |
| 1p ordinary | Sale | 475 | 7.5083 GBP |
| 1p ordinary | Sale | 764 | 7.5678 GBP |
| 1p ordinary | Sale | 1,065 | 7.5478 GBP |
| 1p ordinary | Sale | 1,891 | 7.5400 GBP |
| 1p ordinary | Sale | 5,177 | 7.5437 GBP |
| 1p ordinary | Sale | 9,254 | 7.5417 GBP |
| 1p ordinary | Sale | 29,240 | 7.5445 GBP |
| 1p ordinary | Sale | 32,040 | 7.5486 GBP |
| 1p ordinary | Sale | 44,003 | 7.5676 GBP |
| 1p ordinary | Sale | 44,983 | 7.5430 GBP |
| 1p ordinary | Sale | 66,670 | 7.5480 GBP |
| 1p ordinary | Sale | 83,700 | 7.5650 GBP |
| 1p ordinary | Sale | 156,296 | 7.5469 GBP |
| ADR | Purchase | 987 | 4.8400 USD |
| ADR | Sale | 987 | 4.8400 USD |
(b) Cash-settled derivative transactions
| Class of | Product | Nature of dealing | Number of | Price per |
| relevant | description | reference | unit | |
| security | securities | |||
| 1p ordinary | SWAP | Long | 6,445 | 7.5449 GBP |
| 1p ordinary | SWAP | Long | 8,989 | 7.5490 GBP |
| 1p ordinary | SWAP | Long | 29,240 | 7.5445 GBP |
| 1p ordinary | CFD | Long | 75,468 | 7.5502 GBP |
| 1p ordinary | CFD | Long | 83,700 | 7.5650 GBP |
| 1p ordinary | SWAP | Long | 128,792 | 7.5448 GBP |
| 1p ordinary | SWAP | Short | 24 | 7.5445 GBP |
| 1p ordinary | SWAP | Short | 26 | 7.5447 GBP |
| 1p ordinary | SWAP | Short | 26 | 7.5517 GBP |
| 1p ordinary | SWAP | Short | 50 | 7.5642 GBP |
| 1p ordinary | SWAP | Short | 140 | 7.5703 GBP |
| 1p ordinary | SWAP | Short | 154 | 7.5497 GBP |
| 1p ordinary | SWAP | Short | 230 | 7.5511 GBP |
| 1p ordinary | CFD | Short | 493 | 7.5482 GBP |
| 1p ordinary | CFD | Short | 1,010 | 7.5403 GBP |
| 1p ordinary | SWAP | Short | 2,640 | 7.5525 GBP |
| 1p ordinary | SWAP | Short | 2,849 | 7.5400 GBP |
| 1p ordinary | SWAP | Short | 3,068 | 7.5545 GBP |
| 1p ordinary | SWAP | Short | 25,461 | 7.5422 GBP |
| 1p ordinary | CFD | Short | 25,996 | 7.5487 GBP |
| 1p ordinary | CFD | Short | 33,858 | 7.5414 GBP |
| 1p ordinary | SWAP | Short | 69,879 | 7.5404 GBP |
| 1p ordinary | SWAP | Short | 100,559 | 7.5355 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 |
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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? | NO |
Date of disclosure: | 20 Nov 2019 |
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.
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