Form 8.4 - Deutsche Boerse AG

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:	Citigroup Global Markets Deutschland AG
(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	Deutsche Boerse AG
(d) Status of person making the disclosure:      e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)	Advisor to Deutsche Boerse AG
(e) Date dealing undertaken:	08 July 2016
(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:	Ordinary
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	13,000	0.01	0	0.00
(2) Cash-settled derivatives:	10,579	0.01	15,830	0.01
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:	120	0.00	0	0.00
TOTAL:	23,699	0.02	15,830	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 security	Purchase/sale	Number of securities	Price per unit

 

 

(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	Nature of dealing	Number of reference securities	Price per unit
	e.g. CFD
Ordinary	Warrants	Written	5000	2.26
Ordinary	Warrants	Purchase	5000	2.29
Ordinary	Warrants	Written	3000	2.62
Ordinary	Warrants	Purchase	3000	2.65
Ordinary	Warrants	Purchase	2000	0.55
Ordinary	Warrants	Written	200	0.4
Ordinary	Warrants	Purchase	1500	0.1
Ordinary	Warrants	Purchase	1200	0.7
Ordinary	Warrants	Purchase	300	0.56
Ordinary	Warrants	Written	5000	0.98

 

 

 

(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"

 

(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"

 

(c)        Attachments

 

Are any Supplemental Forms attached?

 

Supplemental Form 8 (Open Positions)	YES
Supplemental Form 8 (SBL)	NO

 

 

Date of disclosure:	11 July 2016
Contact name:	Connor McLaughlin
Telephone number:	+44 2895 955328

 

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.

 

 

 

 

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:	Citigroup Global Markets Deutschland AG
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	Exercise price per unit	Type	Expiry date
					e.g. American, European etc.
Ordinary	Call	Written	1	67.8522	European	29/12/2026
Ordinary	Call	Written	5.5	61.7603	European	29/12/2026
Ordinary	Call	Written	6	67.5750	European	29/12/2026
Ordinary	Call	Written	12.2	69.1493	European	29/12/2026
Ordinary	Call	Written	14.5	66.4527	European	29/12/2026
Ordinary	Call	Written	14.5	67.3236	European	29/12/2026
Ordinary	Call	Written	15.3	60.9311	European	29/12/2026
Ordinary	Call	Written	20	0.0001	European	12/09/2016
Ordinary	Call	Written	20	0.0001	European	12/09/2016
Ordinary	Call	Written	30	75.0000	American	13/03/2017
Ordinary	Call	Written	30	75.4140	European	29/12/2026
Ordinary	Call	Written	30	38.2304	European	29/12/2026
Ordinary	Put	Purchase	30	75.4140	European	29/12/2026
Ordinary	Call	Written	40	0.0001	European	13/03/2017
Ordinary	Call	Written	43	68.9098	European	29/12/2026
Ordinary	Call	Written	47.5	49.5665	European	29/12/2026
Ordinary	Call	Written	50	0.0001	European	12/09/2016
Ordinary	Call	Written	50	82.0000	European	15/12/2016
Ordinary	Put	Purchase	50	82.0000	European	15/12/2016
Ordinary	Call	Written	70	77.0000	European	15/09/2016
Ordinary	Put	Purchase	70	77.0000	European	15/09/2016
Ordinary	Call	Written	100	74.0000	American	12/09/2016
Ordinary	Call	Written	100	80.0000	American	12/06/2017
Ordinary	Put	Purchase	100	74.0000	American	12/09/2016
Ordinary	Call	Written	104	68.6366	European	29/12/2026
Ordinary	Call	Written	104	0.0001	European	12/12/2016
Ordinary	Call	Written	120	72.0000	American	13/03/2017
Ordinary	Call	Written	120	0.0001	European	11/12/2017
Ordinary	Put	Purchase	120	72.0000	American	13/03/2017
Ordinary	Call	Written	130	88.0000	European	15/09/2016
Ordinary	Put	Purchase	130	88.0000	European	15/09/2016
Ordinary	Call	Written	136.5	41.2509	European	29/12/2026
Ordinary	Call	Written	149	78.0000	European	15/06/2017
Ordinary	Put	Purchase	149	78.0000	European	15/06/2017
Ordinary	Call	Written	150	0.0001	European	12/12/2016
Ordinary	Call	Written	160	58.2165	European	29/12/2026
Ordinary	Call	Written	180	0.0001	European	06/10/2016
Ordinary	Call	Written	191.5	66.9672	European	29/12/2026
Ordinary	Call	Written	200	76.0000	American	12/06/2017
Ordinary	Call	Written	250	59.9235	European	29/12/2026
Ordinary	Call	Written	300	78.0000	American	13/03/2017
Ordinary	Call	Written	400	88.0000	American	12/12/2016
Ordinary	Call	Written	400	92.0000	American	12/09/2016
Ordinary	Call	Written	435	66.1717	European	29/12/2026
Ordinary	Call	Written	500	44.2513	European	29/12/2026
Ordinary	Call	Written	500	90.0000	American	12/09/2016
Ordinary	Call	Written	500	82.0000	American	13/03/2017
Ordinary	Call	Written	500	100.0000	American	11/12/2017
Ordinary	Call	Written	500	85.0000	American	12/12/2016
Ordinary	Call	Written	600	70.0000	American	12/09/2016
Ordinary	Call	Written	650	78.0000	American	11/09/2017
Ordinary	Call	Written	750	88.0000	American	12/09/2016
Ordinary	Put	Purchase	750	88.0000	American	12/09/2016
Ordinary	Call	Written	1000	64.8924	European	29/12/2026
Ordinary	Call	Written	1000	85.0000	American	11/09/2017
Ordinary	Call	Written	1000	81.0000	European	15/12/2016
Ordinary	Put	Purchase	1000	81.0000	European	15/12/2016
Ordinary	Call	Written	1080	90.0000	European	06/10/2016
Ordinary	Put	Purchase	1080	90.0000	European	06/10/2016
Ordinary	Call	Written	2600	78.0000	European	15/09/2016
Ordinary	Put	Purchase	2600	78.0000	European	15/09/2016
Ordinary	Call	Written	4500	48.0000	American	12/12/2016
Ordinary	Put	Purchase	4500	48.0000	American	12/12/2016
Ordinary	Call	Written	6500	57.6746	European	29/12/2026

 

 

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.