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 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.

   
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

 

VANTIV INC

(d) Status of person making the disclosure:

e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)

 

CONNECTED TO OFFEREE

(e) Date dealing undertaken:  

12 Oct 2017

(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”

 

NO

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: 6,821 0.00% 3,110 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: 16,621 0.01% 22,010 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 70.6340 USD
USD 0.00001 Class A common Purchase 100 70.3300 USD
USD 0.00001 Class A common Purchase 100 70.5900 USD
USD 0.00001 Class A common Purchase 100 70.3800 USD
USD 0.00001 Class A common Purchase 100 70.4000 USD
USD 0.00001 Class A common Purchase 108 70.4364 USD
USD 0.00001 Class A common Purchase 150 70.4897 USD
USD 0.00001 Class A common Purchase 200 70.6000 USD
USD 0.00001 Class A common Purchase 200 70.7112 USD
USD 0.00001 Class A common Purchase 200 70.5700 USD
USD 0.00001 Class A common Purchase 200 70.4893 USD
USD 0.00001 Class A common Purchase 200 70.4800 USD
USD 0.00001 Class A common Purchase 300 70.5300 USD
USD 0.00001 Class A common Purchase 400 70.4900 USD
USD 0.00001 Class A common Purchase 500 70.3940 USD
USD 0.00001 Class A common Purchase 500 70.3180 USD
USD 0.00001 Class A common Purchase 709 70.3600 USD
USD 0.00001 Class A common Purchase 1,000 70.5230 USD
USD 0.00001 Class A common Purchase 1,000 70.4640 USD
USD 0.00001 Class A common Purchase 1,860 70.6400 USD
USD 0.00001 Class A common Purchase 2,310 70.4649 USD
USD 0.00001 Class A common Purchase 2,410 70.6250 USD
USD 0.00001 Class A common Purchase 2,550 70.6898 USD
USD 0.00001 Class A common Purchase 3,000 70.5096 USD
USD 0.00001 Class A common Purchase 4,400 70.4375 USD
USD 0.00001 Class A common Purchase 4,800 70.4145 USD
USD 0.00001 Class A common Purchase 7,833 70.4141 USD
USD 0.00001 Class A common Purchase 8,136 70.4580 USD
USD 0.00001 Class A common Sale 69 70.4400 USD
USD 0.00001 Class A common Sale 100 70.3100 USD
USD 0.00001 Class A common Sale 200 70.3668 USD
USD 0.00001 Class A common Sale 200 70.2900 USD
USD 0.00001 Class A common Sale 239 70.4300 USD
USD 0.00001 Class A common Sale 400 70.3812 USD
USD 0.00001 Class A common Sale 500 70.4130 USD
USD 0.00001 Class A common Sale 709 70.3600 USD
USD 0.00001 Class A common Sale 1,300 70.4150 USD
USD 0.00001 Class A common Sale 2,402 70.3973 USD
USD 0.00001 Class A common Sale 3,500 70.4988 USD
USD 0.00001 Class A common Sale 3,700 70.4304 USD
USD 0.00001 Class A common Sale 4,031 70.4386 USD
USD 0.00001 Class A common Sale 4,600 70.4139 USD
USD 0.00001 Class A common Sale 4,820 70.6250 USD
USD 0.00001 Class A common Sale 4,950 70.5883 USD
USD 0.00001 Class A common Sale 11,746 70.4667 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:  

13 Oct 2017

Contact name:

Jay Supaya

Telephone number:

020 7773 0635

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

Full name of person making disclosure:  

Barclays PLC.

Name of offeror/offeree in relation to whose relevant securities the disclosure relates:

VANTIV INC

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.

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