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ISYS: BARCLAYS PLC: Form 8.5 (EPT/NON-RI) - Invensys Plc - AMENDMENT



  ISYS: BARCLAYS PLC: Form 8.5 (EPT/NON-RI) - Invensys Plc - AMENDMENT

UK Regulatory Announcement

LONDON

                                             FORM 8.5 (EPT/NON-RI) - AMENDMENT

         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      INVENSYS PLC
      whose
      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:      18 December 2013
(e)   Has the EPT previously disclosed, or is     YES:
      it
      today disclosing, under the Code in         SCHNEIDER ELECTRIC SA
      respect
      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:   28,698,417   4.38%   4,301,233    0.66%
                                                                         
(2)              Derivatives (other
                 than
                 options):            825,929      0.13%   25,511,373   3.89%
                                                                         
(3)              Options and
                 agreements to
                 purchase/sell:       0            0.00%   0            0.00%
                                                                         
(4)              TOTAL:
                                      29,524,346   4.50%   29,812,606   4.55%

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        262          5.0150 GBP
ORD                 Purchase        3,473        5.0050 GBP
ORD                 Purchase        7,602        5.0100 GBP
ORD                 Purchase        940,803      5.0051 GBP
ORD                 Sale            131          5.0150 GBP
ORD                 Sale            2,283        4.9993 GBP
ORD                 Sale            3,473        5.0050 GBP
ORD                 Sale            7,602        5.0100 GBP
ORD                 Sale            34,482       5.0035 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                2,283        4.9992 GBP
ORD        CFD           Long                34,482       5.0028 GBP
ORD        CFD           Short               940,803      5.0057 GBP
ORD        SWAP          Short               940,803      5.0057 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:                                   20 Dec 2013
Contact name:                                         Rajesh Muthanna
Telephone number:                                     020 3555 4634

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.

Contact:

BARCLAYS PLC
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