11 Dec 2019 13:31
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 | JUST EAT PLC |
| 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: | 10 December 2019 |
| (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? | 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: | 9,443,615 | 1.38% | 2,738,689 | 0.40% | |
(2) | Cash-settled derivatives: | ||||
1,307,156 | 0.19% | 9,027,648 | 1.32% | ||
(3) | Stock-settled derivatives (including options) | ||||
| and agreements to purchase/sell: | 0 | 0.00% | 0 | 0.00% | |
| TOTAL: | 10,750,771 | 1.57% | 11,766,337 | 1.72% | |
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 | 37 | 7.8086 GBP |
| 1p ordinary | Purchase | 138 | 7.8128 GBP |
| 1p ordinary | Purchase | 270 | 7.8220 GBP |
| 1p ordinary | Purchase | 366 | 7.8227 GBP |
| 1p ordinary | Purchase | 508 | 7.8156 GBP |
| 1p ordinary | Purchase | 972 | 7.7942 GBP |
| 1p ordinary | Purchase | 1,026 | 7.8159 GBP |
| 1p ordinary | Purchase | 7,361 | 7.8009 GBP |
| 1p ordinary | Purchase | 10,462 | 7.8045 GBP |
| 1p ordinary | Purchase | 92,909 | 7.8062 GBP |
| 1p ordinary | Purchase | 153,192 | 7.8160 GBP |
| 1p ordinary | Sale | 250 | 7.8240 GBP |
| 1p ordinary | Sale | 270 | 7.8220 GBP |
| 1p ordinary | Sale | 416 | 7.8163 GBP |
| 1p ordinary | Sale | 419 | 7.7847 GBP |
| 1p ordinary | Sale | 424 | 7.8060 GBP |
| 1p ordinary | Sale | 529 | 7.8139 GBP |
| 1p ordinary | Sale | 673 | 7.8079 GBP |
| 1p ordinary | Sale | 2,727 | 7.8014 GBP |
| 1p ordinary | Sale | 6,692 | 7.8127 GBP |
| 1p ordinary | Sale | 7,078 | 7.8083 GBP |
| 1p ordinary | Sale | 37,999 | 7.8049 GBP |
| 1p ordinary | Sale | 59,305 | 7.8080 GBP |
| 1p ordinary | Sale | 76,920 | 7.8160 GBP |
| 1p ordinary | Sale | 134,283 | 7.8131 GBP |
(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 | 316 | 7.7785 GBP |
| 1p ordinary | SWAP | Long | 424 | 7.8059 GBP |
| 1p ordinary | SWAP | Long | 1,114 | 7.8012 GBP |
| 1p ordinary | SWAP | Long | 2,473 | 7.8089 GBP |
| 1p ordinary | SWAP | Long | 3,646 | 7.8080 GBP |
| 1p ordinary | SWAP | Long | 9,223 | 7.8156 GBP |
| 1p ordinary | SWAP | Long | 9,876 | 7.8154 GBP |
| 1p ordinary | SWAP | Long | 20,800 | 7.8072 GBP |
| 1p ordinary | SWAP | Long | 31,560 | 7.8067 GBP |
| 1p ordinary | CFD | Long | 36,699 | 7.8159 GBP |
| 1p ordinary | CFD | Long | 37,999 | 7.8049 GBP |
| 1p ordinary | SWAP | Long | 38,809 | 7.8160 GBP |
| 1p ordinary | SWAP | Long | 57,198 | 7.8116 GBP |
| 1p ordinary | SWAP | Long | 75,489 | 7.8134 GBP |
| 1p ordinary | CFD | Short | 37 | 7.8086 GBP |
| 1p ordinary | SWAP | Short | 82 | 7.8230 GBP |
| 1p ordinary | CFD | Short | 138 | 7.8127 GBP |
| 1p ordinary | SWAP | Short | 1,060 | 7.8158 GBP |
| 1p ordinary | SWAP | Short | 12,525 | 7.8242 GBP |
| 1p ordinary | SWAP | Short | 41,668 | 7.8029 GBP |
| 1p ordinary | SWAP | Short | 57,511 | 7.8035 GBP |
| 1p ordinary | SWAP | Short | 149,521 | 7.8160 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: | 11 Dec 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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