REG-BARCLAYS PLC Form 8.5 (EPT/NON-RI) - Tui Travel Plc

Wed Jan 23, 2013 6:39am EST

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LONDON--(Business Wire)--


FORM 8.5 (EPT/NON-RI) 

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN 

EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY ("RI") STATUS (OR WHERE
RI STATUS IS NOT APPLICABLE) 

Rule 8.5 of the Takeover Code (the "Code") 

1. KEY INFORMATION

 (a)    Name of exempt principal trader:                    BARCLAYS CAPITAL SECURITIES LTD    
 (b)    Name of offeror/offeree in relation to whose        TUI TRAVEL PLC                     
        relevant securities this form relates:                                                 
 (c)    Name of the party to the offer with which exempt    Advisor to Offeree                 
        principal trader is connected                                                          
 (d)    Date position held/dealing undertaken:              22 January 2013                    
 (e)    Has the EPT previously disclosed, or is it          YES:                               
        today disclosing, under the Code in respect         TUI AG                             
        of any other party to this offer?                                                      


2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER 

(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:                                 ORD                                                                   
                                                             Interests                                 Short Positions             
                                                             Number                           (%)      Number             (%)      
 (1)                            Relevant securities owned                                                                          
                                and/or controlled:           4,592,178                        0.41%    217,359            0.02%    
                                                                                                                                   
 (2)                            Derivatives (other than                                                                            
                                options):                    136,388                          0.01%    4,120,194          0.37%    
                                                                                                                                   
 (3)                            Options and agreements to                                                                          
                                purchase/sell:               0                                0.00%    0                  0.00%    
                                                                                                                                   
 (4)                            TOTAL:                                                                                             
                                                             4,728,566                        0.42%    4,337,553          0.39%    
                                                                                                                                   
 Class of relevant security:                                 Convertible Bond XS0503743949                                         
                                                             Interests                                 Short Positions             
                                                             Number                           (%)      Number             (%)      
 (1)                            Relevant securities owned                                                                          
                                and/or controlled:           0                                0.00%    300,000            0.08%    
                                                                                                                                   
 (2)                            Derivatives (other than                                                                            
                                options):                    0                                0.00%    0                  0.00%    
                                                                                                                                   
 (3)                            Options and agreements to                                                                          
                                purchase/sell:               0                                0.00%    0                  0.00%    
                                                                                                                                   
 (4)                            TOTAL:                                                                                             
                                                             0                                0.00%    300,000            0.08%    
                                                                                                                                   
 Class of relevant security:                                 Convertible Bond XS0455660216                                         
                                                             Interests                                 Short Positions             
                                                             Number                           (%)      Number             (%)      
 (1)                            Relevant securities owned                                                                          
                                and/or controlled:           1,100,000                        0.31%    0                  0.00%    
                                                                                                                                   
 (2)                            Derivatives (other than                                                                            
                                options):                    0                                0.00%    0                  0.00%    
                                                                                                                                   
 (3)                            Options and agreements to                                                                          
                                purchase/sell:               0                                0.00%    0                  0.00%    
                                                                                                                                   
 (4)                            TOTAL:                                                                                             
                                                             1,100,000                        0.31%    0                  0.00%    


All interests and all short positions should be disclosed. 

Details of any open derivative or option positions, 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
executive options)

 Class of relevant security in relation to which subscription right exists:     
 Details, including nature of the rights concerned and relevant percentages:    


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(b), copy table 2(a)
or (b) (as appropriate) for each additional class of relevant security. 

3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER 

(a) Purchases and sales

 Class of relevant    Purchase/sale    Number of     Price per unit    
 security                              securities                      
 ORD                  Purchase         53            2.9410 GBP        
 ORD                  Purchase         719           2.9295 GBP        
 ORD                  Purchase         1,692         2.9210 GBP        
 ORD                  Purchase         2,092         2.9155 GBP        
 ORD                  Purchase         2,596         2.9247 GBP        
 ORD                  Purchase         2,669         2.9181 GBP        
 ORD                  Purchase         3,273         2.9180 GBP        
 ORD                  Purchase         3,939         2.9259 GBP        
 ORD                  Purchase         6,123         2.9251 GBP        
 ORD                  Purchase         12,325        2.9190 GBP        
 ORD                  Purchase         15,749        2.9218 GBP        
 ORD                  Purchase         17,516        2.9394 GBP        
 ORD                  Purchase         18,676        2.9206 GBP        
 ORD                  Purchase         19,218        2.9222 GBP        
 ORD                  Purchase         21,580        2.9189 GBP        
 ORD                  Sale             300           2.9290 GBP        
 ORD                  Sale             600           2.9160 GBP        
 ORD                  Sale             658           2.9223 GBP        
 ORD                  Sale             719           2.9295 GBP        
 ORD                  Sale             1,400         2.9165 GBP        
 ORD                  Sale             2,065         2.9224 GBP        
 ORD                  Sale             2,745         2.9194 GBP        
 ORD                  Sale             5,225         2.9281 GBP        
 ORD                  Sale             6,610         2.9211 GBP        
 ORD                  Sale             7,453         2.9233 GBP        
 ORD                  Sale             7,865         2.9201 GBP        
 ORD                  Sale             9,718         2.9220 GBP        
 ORD                  Sale             9,747         2.9129 GBP        
 ORD                  Sale             10,140        2.9247 GBP        
 ORD                  Sale             10,476        2.9242 GBP        
 ORD                  Sale             12,665        2.9228 GBP        


(b) Derivatives transactions (other than options)

 Class of    Product        Nature of dealing    Number of     Price per     
 relevant    description                         reference     unit          
 security                                        securities                  
 ORD         SWAP           Long                 400           2.9160 GBP    
 ORD         SWAP           Long                 2,000         2.9163 GBP    
 ORD         SWAP           Long                 3,204         2.9282 GBP    
 ORD         SWAP           Long                 4,727         2.9304 GBP    
 ORD         SWAP           Long                 9,747         2.9128 GBP    
 ORD         SWAP           Long                 10,476        2.9241 GBP    
 ORD         CFD            Long                 18,334        2.9213 GBP    
 ORD         SWAP           Short                227           2.9251 GBP    
 ORD         SWAP           Short                3,939         2.9259 GBP    
 ORD         CFD            Short                5,459         2.9183 GBP    
 ORD         SWAP           Short                15,749        2.9218 GBP    
 ORD         SWAP           Short                17,516        2.9394 GBP    
 ORD         SWAP           Short                18,676        2.9207 GBP    
 ORD         CFD            Short                21,580        2.9189 GBP    


(c) Options transactions in respect of existing securities 

(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                             Expiry date    Option money paid/ received per unit  
                                                                                                                                                                                                e.g. American, European etc.                                                          


(ii) Exercising

 Class of relevant security    Product description     Number of securities    Exercise price per unit  
                               e.g. call option                                                         


(d) Other dealings (including subscribing for new securities)

 Class of relevant security    Nature of dealing                 Details    Price per unit (if applicable)  
                               e.g. subscription, conversion                                                


The currency of all prices and other monetary amounts should be stated. 

Where there have been dealings in more than one class of relevant securities of
the offeror or offeree named in 1(b), copy table 3(a), (b), (c) or (d) (as
appropriate) for each additional class of relevant security dealt in. 

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 exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer:   
 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 exempt principal trader 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:    23 Jan 2013    
 Contact name:          Geoff Smith    
 Telephone number:      020 3555 4632  


Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information Service and must also be emailed to the Takeover Panel at
monitoring@disclosure.org.uk. 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.

BARCLAYS PLC 

Copyright Business Wire 2013

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