TT.: BARCLAYS PLC: FORM 8.5 (EPT/NON-RI) TUI Travel Plc UK Regulatory Announcement LONDON 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 Advisor to Offeree exempt principal trader is connected (d) Date position held/dealing undertaken: 17 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 ORD security: Interests Short Positions Number (%) Number (%) (1) Relevant securities owned and/or controlled: 4,566,259 0.41% 450,022 0.04% (2) Derivatives (other than options): 266,582 0.02% 4,093,277 0.37% (3) Options and agreements to purchase/sell: 0 0.00% 0 0.00% (4) TOTAL: 4,832,841 0.43% 4,543,299 0.41% Class of Convertible Bond relevant XS0503743949 security: Interests Short Positions Number (%) Number (%) (1) Relevant securities owned and/or 0 0.00% 300,000 0.03% controlled: (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 0.03% Class of Convertible Bond relevant XS0455660216 security: Interests Short Positions Number (%) Number (%) (1) Relevant securities owned and/or 1,100,000 0.10% 0 0.00% controlled: (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 0.10% 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 200 2.9200 GBP ORD Purchase 200 2.9230 GBP ORD Purchase 481 2.9348 GBP ORD Purchase 1,413 2.9234 GBP ORD Purchase 1,600 2.9247 GBP ORD Purchase 1,658 2.9164 GBP ORD Purchase 3,965 2.9166 GBP ORD Purchase 5,880 2.9319 GBP ORD Purchase 6,080 2.9236 GBP ORD Purchase 6,285 2.9204 GBP ORD Purchase 6,764 2.9152 GBP ORD Purchase 9,400 2.9188 GBP ORD Purchase 22,827 2.9241 GBP ORD Purchase 54,000 2.9226 GBP ORD Sale 1,058 2.9263 GBP ORD Sale 1,095 2.9305 GBP ORD Sale 1,500 2.9339 GBP ORD Sale 4,355 2.9296 GBP ORD Sale 6,571 2.9253 GBP ORD Sale 7,707 2.9167 GBP ORD Sale 13,693 2.9234 GBP ORD Sale 19,331 2.9255 GBP ORD Sale 20,787 2.9164 GBP ORD Sale 20,794 2.9300 GBP ORD Sale 25,700 2.9206 GBP ORD Sale 96,767 2.9210 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 800 2.9380 GBP ORD SWAP Long 1,500 2.9339 GBP ORD CFD Long 3,492 2.9152 GBP ORD SWAP Long 6,747 2.9168 GBP ORD SWAP Long 19,331 2.9255 GBP ORD SWAP Long 25,700 2.9205 GBP ORD CFD Long 17,553 2.9158 GBP ORD SWAP Short 400 2.9215 GBP ORD CFD Short 36,819 2.9188 GBP ORD SWAP Short 36,819 2.9188 GBP ORD CFD Short 54,000 2.9226 GBP (c) Options transactions in respect of existing securities (i) Writing, selling, purchasing or varying Writing, Number of Type Option Class of Product purchasing, securities Exercise money relevant description selling, to which price e.g. Expiry paid/ security e.g. call varying option per unit American, date received option etc. relates European per unit etc. (ii) Exercising Product Class of relevant description Number of Exercise price security securities per unit e.g. call option (d) Other dealings (including subscribing for new securities) Nature of dealing Class of relevant Details Price per unit (if security e.g. subscription, applicable) 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: 18 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 firstname.lastname@example.org. 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. Contact: BARCLAYS PLC
TT.: BARCLAYS PLC: FORM 8.5 (EPT/NON-RI) TUI Travel Plc
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