Source - BUS

Form 8 (DD) - VANTIV INC

BARCLAYS PLC

FORM 8 (DD)

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)

Rules 8.1, 8.2 and 8.4 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 VANTIV INC
  relevant securities this form relates:  
(d) Status of person making the disclosure: CONNECTED TO OFFEREE
(e) Date position held/dealing undertaken: 11 October 2017
(f) In addition to the company in 1(c) above, is the discloser making NO
  disclosures in respect of any other party to the offer?  

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

Class of relevant security:       USD 0.00001 Class A common
Interests   Short Positions
    Number   (%) Number   (%)
(1) Relevant securities owned
and/or controlled: 4,411 0.00% 700 0.00%
           
(2) Cash-settled derivatives:
0 0.00% 0 0.00%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 9,800 0.01% 18,900 0.01%
           
(4)
TOTAL: 14,211 0.01% 19,600 0.01%

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).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

(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 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

(i) Party to an offer or person acting in concert (except for a principal trader in the same group as a connected adviser)

Class of relevant   Purchase/sale   Number of   Price per unit
security   securities  
USD 0.00001 Class A common Purchase 100 71.1000 USD
USD 0.00001 Class A common Purchase 100 71.0800 USD
USD 0.00001 Class A common Purchase 200 71.1200 USD
USD 0.00001 Class A common Purchase 200 70.8100 USD
USD 0.00001 Class A common Purchase 200 71.0675 USD
USD 0.00001 Class A common Purchase 200 71.0575 USD
USD 0.00001 Class A common Purchase 200 70.9375 USD
USD 0.00001 Class A common Purchase 200 70.8850 USD
USD 0.00001 Class A common Purchase 300 70.9566 USD
USD 0.00001 Class A common Purchase 395 70.9921 USD
USD 0.00001 Class A common Purchase 500 70.9860 USD
USD 0.00001 Class A common Purchase 600 70.8600 USD
USD 0.00001 Class A common Purchase 777 70.9129 USD
USD 0.00001 Class A common Purchase 900 70.9533 USD
USD 0.00001 Class A common Purchase 1,100 70.9072 USD
USD 0.00001 Class A common Purchase 1,200 70.8533 USD
USD 0.00001 Class A common Purchase 1,400 70.8914 USD
USD 0.00001 Class A common Purchase 1,700 70.9616 USD
USD 0.00001 Class A common Purchase 1,703 70.9497 USD
USD 0.00001 Class A common Purchase 1,900 70.9905 USD
USD 0.00001 Class A common Purchase 2,000 70.8975 USD
USD 0.00001 Class A common Purchase 2,151 70.9732 USD
USD 0.00001 Class A common Purchase 2,221 70.9379 USD
USD 0.00001 Class A common Purchase 2,601 71.0018 USD
USD 0.00001 Class A common Purchase 3,085 70.9749 USD
USD 0.00001 Class A common Purchase 3,405 70.9287 USD
USD 0.00001 Class A common Purchase 4,200 70.8766 USD
USD 0.00001 Class A common Purchase 5,840 70.8556 USD
USD 0.00001 Class A common Purchase 8,346 70.9922 USD
USD 0.00001 Class A common Purchase 8,872 70.9378 USD
USD 0.00001 Class A common Purchase 11,100 70.9989 USD
USD 0.00001 Class A common Purchase 11,900 70.8690 USD
USD 0.00001 Class A common Purchase 12,388 70.8546 USD
USD 0.00001 Class A common Purchase 15,300 70.9660 USD
USD 0.00001 Class A common Purchase 19,406 70.8836 USD
USD 0.00001 Class A common Purchase 42,585 70.9940 USD
USD 0.00001 Class A common Purchase 155,020 70.8000 USD
USD 0.00001 Class A common Sale 26 71.0200 USD
USD 0.00001 Class A common Sale 100 70.9750 USD
USD 0.00001 Class A common Sale 100 71.1600 USD
USD 0.00001 Class A common Sale 100 70.9100 USD
USD 0.00001 Class A common Sale 159 71.2821 USD
USD 0.00001 Class A common Sale 200 70.9863 USD
USD 0.00001 Class A common Sale 200 70.9663 USD
USD 0.00001 Class A common Sale 200 70.9300 USD
USD 0.00001 Class A common Sale 200 70.9263 USD
USD 0.00001 Class A common Sale 300 70.9200 USD
USD 0.00001 Class A common Sale 300 70.8550 USD
USD 0.00001 Class A common Sale 500 70.8060 USD
USD 0.00001 Class A common Sale 503 70.9700 USD
USD 0.00001 Class A common Sale 600 70.9800 USD
USD 0.00001 Class A common Sale 600 70.8366 USD
USD 0.00001 Class A common Sale 601 70.9500 USD
USD 0.00001 Class A common Sale 800 70.9588 USD
USD 0.00001 Class A common Sale 900 70.9183 USD
USD 0.00001 Class A common Sale 1,000 70.9565 USD
USD 0.00001 Class A common Sale 1,100 70.9400 USD
USD 0.00001 Class A common Sale 1,101 70.8867 USD
USD 0.00001 Class A common Sale 1,167 70.8431 USD
USD 0.00001 Class A common Sale 1,280 71.0326 USD
USD 0.00001 Class A common Sale 1,400 70.9900 USD
USD 0.00001 Class A common Sale 2,617 70.8604 USD
USD 0.00001 Class A common Sale 2,700 70.9019 USD
USD 0.00001 Class A common Sale 2,832 70.8915 USD
USD 0.00001 Class A common Sale 3,600 70.8678 USD
USD 0.00001 Class A common Sale 4,299 70.8901 USD
USD 0.00001 Class A common Sale 4,772 70.8391 USD
USD 0.00001 Class A common Sale 5,500 70.8549 USD
USD 0.00001 Class A common Sale 7,701 70.9850 USD
USD 0.00001 Class A common Sale 10,767 70.9307 USD
USD 0.00001 Class A common Sale 12,625 71.0000 USD
USD 0.00001 Class A common Sale 12,800 70.9811 USD
USD 0.00001 Class A common Sale 84,625 70.9484 USD
USD 0.00001 Class A common Sale 156,020 70.8000 USD

(ii) Principal trader where the sole reason for the connection is that the principal trader is in the same group as a connected adviser

Class of relevant security   Purchases/ sales   Total number of securities   Highest price per unit paid/received   Lowest price per unit paid/received

(b) Cash-settled derivative transactions

Class of relevant security   Product description

e.g. CFD

  Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

  Number of reference securities   Price per unit

(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 party to the offer or person acting in concert making the disclosure and any other person:

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 party to the offer or person acting in concert 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

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)   YES
Supplemental Form 8 (SBL) NO
Date of disclosure: 12 Oct 2017
Contact name: Femi Badmos
Telephone number: 020 3555 1125

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 dealing disclosure requirements on +44 (0)20 7638 0129.

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 VANTIV INC
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
      relates      
USD 0.00001 Class A common Put Options Written 1,200 70.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Written -100 70.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Written -100 75.0000 American 20 Oct 2017
USD 0.00001 Class A common Put Options Written 2,800 70.0000 American 20 Oct 2017
USD 0.00001 Class A common Put Options Purchased -100 50.0000 American 18 May 2018
USD 0.00001 Class A common Put Options Written 2,400 60.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Purchased 2,000 60.0000 American 16 Feb 2018
USD 0.00001 Class A common Put Options Purchased -400 75.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -1,700 75.0000 American 17 Nov 2017
USD 0.00001 Class A common Put Options Purchased -100 35.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -100 70.0000 American 16 Feb 2018
USD 0.00001 Class A common Put Options Purchased -200 65.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -200 85.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -200 80.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Written -600 75.0000 American 16 Feb 2018
USD 0.00001 Class A common Put Options Written 400 70.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Written -11,500 65.0000 American 17 Nov 2017
USD 0.00001 Class A common Call Options Purchased 600 65.0000 American 16 Feb 2018
USD 0.00001 Class A common Call Options Purchased 400 60.0000 American 17 Nov 2017
USD 0.00001 Class A common Put Options Purchased -1,600 65.0000 American 17 Nov 2017
USD 0.00001 Class A common Put Options Purchased -2,000 45.0000 American 16 Feb 2018

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:

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.