Form 8.5 (EPT/NON-RI) - DEUTSCHE BOERSE AG

 

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:	SOCIETE GENERALE SA
(b) Name of offeror/offeree in relation to whose relevant securities this form relates:      Use a separate form for each offeror/offeree	DEUTSCHE BOERSE AG
(c) Name of the party to the offer with which exempt principal trader is connected:	LONDON STOCK EXCHANGE GROUP PLC
(d) Date position held/dealing undertaken:      For an opening position disclosure, state the latest practicable date prior to the disclosure	31/05/2016
(e) In addition to the company in 1(b) above, is the exempt principal trader 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 EXEMPT PRINCIPAL TRADER

 

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.

 

(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:	Ordinary shares: 368,615 Shares interests and 23,580 short position   ADR (referencing the ordinary): 9,866 equivalent Shares interests and 0 equivalent Shares as short position Where (1 ADR = 10 ordinary shares)
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	378,481	0.20	23,580	0.01
(2) Cash-settled derivatives:	2,627	0.00	8,433	0.00
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:	82,649	0.04	199,116	0.11
TOTAL:	463,757	0.25	231,129	0.12

 

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 EXEMPT PRINCIPAL TRADER

 

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.

 

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

 

(a)        Purchases and sales

 

Class of relevant security	Purchases/ sales	Total number of securities	Highest price per unit paid/received	Lowest price per unit paid/received
Ordinary Share	Purchases	24,823	79.93	78.75
Ordinary Share	Sales	25,519	79.584994	78.738195
Unsupported ADR	Purchases	20	77.95	77.95
Unsupported ADR	Sales	-	-	-

 

(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
Ordinary	Listed call warrant	Reducing a short position	21	12.10
Ordinary	Listed call warrant	Reducing a short position	20	12.20
Ordinary	Listed call warrant	Increasing a short position	6	13.20

                                                                                                       

(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 exempt principal trader 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"

 

(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"

 

(c)        Attachments

 

Is a Supplemental Form 8 (Open Positions) attached?

YES

 

 

Date of disclosure:	01/06/2016
Contact name:	Olivier Vero
Telephone number:	+44 20 7676 6821 / 6969

 

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 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:	SOCIETE GENERALE SA
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:	DEUTSCHE BOERSE AG

 

2.         STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

 

Class of relevant security	Product description e.g. call option	Written or purchased	Number of securities to which option or derivative relates	per unit	Type e.g. American, European etc.	Expiry date
Ordinary share	Certificate	Purchase	333	60	European options	16/06/2017
Ordinary share	Listed Call Option	Purchase	1,000	92	American options	16/06/2017
Ordinary share	Listed Call Option	Sale	9,000	76	American options	17/06/2016
Ordinary share	Listed Call Option	Sale	37,200	76	American options	16/12/2016
Ordinary share	Listed Call Option	Sale	12,500	68	American options	15/12/2017
Ordinary share	Listed Put Option	Purchase	2,100	48	American options	17/06/2016
Ordinary share	Listed Put Option	Purchase	2,000	60	American options	17/06/2016
Ordinary share	Listed Put Option	Purchase	45,000	68	American options	16/12/2016
Ordinary share	Listed Put Option	Purchase	35,000	68	American options	17/06/2016
Ordinary share	Listed Put Option	Purchase	12,500	68	American options	15/12/2017
Ordinary share	Listed Put Option	Sale	37,500	72	American options	17/06/2016
Ordinary share	OTC put-option	Purchase	5,632	66.645	European options	17/06/2016
Ordinary share	OTC put-option	Purchase	8,059	73.026	European options	16/12/2016
Ordinary share	OTC put-option	Purchase	5,687	64.908	European options	17/06/2016
Ordinary share	OTC put-option	Purchase	5,576	66.591	European options	17/06/2016
Ordinary share	OTC put-option	Purchase	8,910	73.665	European options	17/06/2016
Ordinary share	OTC put-option	Purchase	9,952	74.11	European options	15/12/2017
Ordinary share	OTC call-option	Purchase	5,687	64.908	European options	17/06/2016
Ordinary share	OTC call-option	Purchase	5,576	66.591	European options	17/06/2016
Ordinary share	OTC call-option	Purchase	8,910	73.665	European options	17/06/2016
Ordinary share	OTC call-option	Purchase	8,059	73.026	European options	16/12/2016
Ordinary share	OTC call-option	Purchase	5,632	66.645	European options	17/06/2016
Ordinary share	OTC call-option	Purchase	9,952	74.11	European options	15/12/2017

 

 

 

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.