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Barclays PLC M&A Activity 2019

Dec 19, 2019

5250_rns_2019-12-19_c6eb87db-39b2-4952-bbbe-e85115d26913.html

M&A Activity

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FORM 8.3 - TAKEAWAY.COM NV

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 TAKEAWAY.COM NV
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: 18 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? JUST EAT 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: EUR 0.04
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 117,207 0.19% 393,407 0.64%
(2) Cash-settled derivatives:
244,519 0.40% 46,167 0.08%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
TOTAL: 361,726 0.59% 439,574 0.72%
Class of relevant security: Convertible Bond XS1940192039
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 3,000,000 1.20% 0 0.00%
(2) Cash-settled derivatives:
0 0.00% 0 0.00%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
TOTAL: 3,000,000 1.20% 0 0.00%

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 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
Convertible Bond Purchase 400,000 144.2500 EUR
EUR 0.04 Purchase 3 89.0500 EUR
EUR 0.04 Purchase 14 88.9000 EUR
EUR 0.04 Purchase 58 88.9500 EUR
EUR 0.04 Purchase 196 88.9750 EUR
EUR 0.04 Purchase 270 88.8658 EUR
EUR 0.04 Purchase 342 88.8777 EUR
EUR 0.04 Purchase 453 88.9227 EUR
EUR 0.04 Purchase 514 88.8349 EUR
EUR 0.04 Purchase 1,176 88.8865 EUR
EUR 0.04 Purchase 1,803 88.9650 EUR
EUR 0.04 Purchase 3,898 88.8974 EUR
EUR 0.04 Sale 253 88.7626 EUR
EUR 0.04 Sale 355 88.9000 EUR
EUR 0.04 Sale 411 88.9149 EUR
EUR 0.04 Sale 440 88.9178 EUR
EUR 0.04 Sale 517 88.7581 EUR
EUR 0.04 Sale 783 88.9019 EUR
EUR 0.04 Sale 1,021 88.9051 EUR
EUR 0.04 Sale 1,379 88.9049 EUR
EUR 0.04 Sale 2,248 88.8336 EUR
EUR 0.04 Sale 4,085 88.8500 EUR
EUR 0.04 Sale 11,416 88.7500 EUR

(b) Cash-settled derivative transactions

Class of Product Nature of dealing Number of Price per
relevant description reference unit
security securities
EUR 0.04 SWAP Long 100 88.9000 EUR
EUR 0.04 SWAP Long 200 88.8000 EUR
EUR 0.04 SWAP Long 232 88.8490 EUR
EUR 0.04 SWAP Long 234 88.7856 EUR
EUR 0.04 SWAP Long 293 88.9162 EUR
EUR 0.04 CFD Long 350 88.8911 EUR
EUR 0.04 CFD Long 430 88.8872 EUR
EUR 0.04 SWAP Long 1,279 88.7410 EUR
EUR 0.04 CFD Long 11,416 88.7500 EUR
EUR 0.04 SWAP Short 29 88.8810 EUR
EUR 0.04 SWAP Short 83 88.9008 EUR
EUR 0.04 SWAP Short 100 88.9000 EUR
EUR 0.04 SWAP Short 200 88.8250 EUR
EUR 0.04 CFD Short 350 88.9088 EUR
EUR 0.04 CFD Short 514 88.8349 EUR
EUR 0.04 CFD Short 1,719 88.9950 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

(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 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

(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

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? NO
Date of disclosure: 19 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.

BARCLAYS PLC

View source version on businesswire.com: https://www.businesswire.com/news/home/20191219005330/en/