Rule 8 - Woolworths Group Plc
16 3월 2005 - 8:41PM
UK Regulatory
RNS Number:8074J
Man Financial Limited
16 March 2005
Date Of Disclosure: 16/03/05
Fax to 020 7256 9386 (Take Over Panel) and 020 7588 6057 (RNS) FORM 8.1/8.3
Lodge with a RIS or Newstrack and the Takeover Panel. Use separate form for each
class of securities in which dealings have been made.
DISCLOSURE UNDER RULES 8.1(a), 8.1(b)(i) AND 8.3 OF THE CITY CODE
ON TAKEOVERS AND MERGERS
Date of dealing 15/03/05
(1) Name of Company Dealing in Woolworths Group PLC
Class of securities ORDINARY SHARES
(2) Amount Bought Amount Sold Price (GBP)
3050000 0.4763
100000 0.4775
49500 0.4750
45029 0.4800
350 0.4625
In addition, Man Financial Ltd have entered into CFD and Spread Betting
arrangements with its clients which are detailed below.
(3) Resultant total of the same class owned or controlled and
percentage of class 17,718,019 1.23%
(4) Party making disclosure MAN FINANCIAL LIMITED
(5) Name of purchaser/vendor (Note1) MAN FINANCIAL LIMITED
(6) Reason for disclosure (Note 2)
(a) Associate of (i) offeror (Note 3) - NO
(b) (i) offeree Company - NO
Specify which category or categories of associate (1-8 overleaf)
If category (8), explain
Rule 8.3 (i.e. disclosure because of ownership or control of 1% or more of
the class of relevant securities dealt in) - YES
Signed, for and on behalf of the party named in (4) above Stewart Horner
Telephone and extension number 020-7144-4201
Note1. Specify owner, not nominee or vehicle company. If relevant, also
identify controller of owner, e.g. where an owner normally acts on
instructions of a controller. Note 2. Disclosure might be made for more than
one reason; if so, state all reasons.
Note 3. Specify which offeror if there is more than one.
Note 4. When an arrangement exists with any offeror, with the offeree company
or with an associate of any offeror or of the offeree company in relation to
relevant securities, details of such arrangement must be disclosed, as required
by Note 6 on Rule 8.
Note 5. It may be necessary, particularly when disclosing derivative
transactions, to append a sheet to this disclosure form so that all relevant
information can be given.
Note 6. In the case of an average price bargain, each underlying trade should
be disclosed For full details of disclosure requirements, see Rule 8 of the
Code. If in doubt, contact the Panel on Takeovers and Mergers, Monitoring
Section, Tel. No: 020 7638 0129. E-mail:monitoring@disclosure.org.uk
NOTES REGARDING DISCLOSURE
Man Financial Ltd ("MAN") is the beneficial owner of 17,718,019 Ordinary
Shares in the above company which are held to hedge CFD & Spread Betting
positions (see below) established between MAN and its clients. A Contract for
Difference or CFD is an agreement between two parties to exchange, at the close
of the contract, the difference between the opening price and the closing
price, multiplied by the number of reference shares specified within the
contract. The 'reference shares' are the underlying shares specified in the
CFD. The economic performance of the CFD is determined by the performance of
the underlying reference shares. Although CFDs replicate the price movement of
the underlying reference shares, they convey no right or requirement to acquire
or deliver the physical shares.
The contract value of a CFD is defined as the number of reference shares
specified in the contract, multiplied by the price of the underlying reference
share. If a client of Man takes a long position, the client will make a profit
if the contract value increases.
Conversely, if a client of Man takes a short position, the client will benefit
if the contract value falls.
The CFD contracts detailed below are open-ended and without predetermined
expiry/close value A Spread Bet is a product whereby the client to whom the
product is sold can realise a gain or a loss depending on whether the price
of the underlying security increases above or falls below the reference price. A
client's Spread bet position is described the client's "stake". A "stake" is
expressed in pounds (sterling) per "point" and a "point" is the price in pence
of the underlying shares. A client with a "stake" of #100 per point will make
a gain of #100 for every penny increase in the underlying shares and the
client has an exposure equivalent to 10,000 shares.
DEFINITION OF ASSOCIATE It is not practicable to define associate in terms
which would cover all the different relationships which may exist in an offer.
The term associate is intended to cover all persons (whether or not acting in
concert) who directly or indirectly own or deal in the shares of an offeror or
the offeree company in an offer and who have (in addition to their normal
interests as shareholders) an interest or potential interest, whether
commercial, financial or personal, in the outcome of the offer Without
prejudice to the generality of the foregoing, the term associate will normally
include the following:-
(1) an offeror's or the offeree company's parent, subsidiaries and fellow
subsidiaries, and their associated companies, and companies of which such
companies are associated companies (for this purpose ownership or control of
20% or more of the equity share capital of a company is regarded as the test of
associated company status);
(2) banks and financial and other professional advisers (including
stockbrokers)* to an offeror, the offeree company or any company covered in
(1), including persons controlling#, controlled by or under the same control as
such banks, financial and other professional advisers;
(3) the directors (together with their close relatives & related trusts) of an
offeror, the offeree company or any company covered in (1);
(4) the pension funds of an offeror, the offeree company or any company
covered in (1);
(5) any investment company, unit trust or other person whose investments an
associate manages on a discretionary basis, in respect of the relevant
investment accounts;
(6) a person who owns or controls 5% or more of any class of relevant
securities (as defined in paragraphs (a) to (d) in Note 2 on Rule 8) issued
by an offeror or an offeree company, including a person who as a result of any
transaction owns or controls 5% or more. When two or more persons act
pursuant to an agreement or understanding (formal or informal) to acquire or
control such securities, they will be deemed to be a single person for the
purpose of this paragraph. Such securities managed on a discretionary basis
by an investment management group will, unless otherwise agreed by the Panel,
also be deemed to be those of a single person (see Note 8 on Rule 8); and
(7) a company having a material trading arrangement with an offeror or the
offeree company. Paragraphs (1)-(7) are typical cases. Paragraph (8) below is
a category to cover associate status not within (1)-(7).
(8) Other.
CFDs CLOSED OUT
PRODUCT NAME POS. OPEN PRICE OPEN DATE CLOSE PRICE
Woolworths Group PLC LONG CFD -15000 0.4775 14/03/05 0.4675
Woolworths Group PLC SHORT CFD 26014 0.4675 14/03/05 0.4750
Woolworths Group PLC SHORT CFD 49500 0.4700 09/03/05 0.4750
CFD OPEN INTEREST
PRODUCT NAME EXECUTED MAN FIN LTD Ref Shares PRICE (GBP)
Woolworths Group PLC LONG CFD 15/03/05 SALE 3,050,000 0.4763
Woolworths Group PLC LONG CFD 15/03/05 SALE 100,000 0.4775
Woolworths Group PLC LONG CFD 15/03/05 SALE 45,029 0.4800
Woolworths Group PLC LONG CFD 15/03/05 SALE 350 0.4625
Woolworths Group PLC LONG CFD 14/03/05 SALE 300,000 0.4750
Woolworths Group PLC LONG CFD 14/03/05 SALE 50,000 0.4725
Woolworths Group PLC LONG CFD 14/03/05 SALE 20,000 0.4750
Woolworths Group PLC LONG CFD 14/03/05 SALE 15,000 0.4775
Woolworths Group PLC LONG CFD 14/03/05 SALE 10,000 0.4725
Woolworths Group PLC LONG CFD 11/03/05 SALE 100,000 0.4675
Woolworths Group PLC LONG CFD 11/03/05 SALE 50,000 0.4700
Woolworths Group PLC LONG CFD 09/03/05 SALE 1,500,000 0.4763
Woolworths Group PLC LONG CFD 08/03/05 SALE 1,314,346 0.4711
Woolworths Group PLC LONG CFD 07/03/05 SALE 1,000,000 0.4617
Woolworths Group PLC LONG CFD 07/03/05 SALE 500,000 0.4625
Woolworths Group PLC LONG CFD 07/03/05 SALE 40,000 0.4575
Woolworths Group PLC LONG CFD 04/03/05 SALE 540,394 0.4750
Woolworths Group PLC LONG CFD 03/03/05 SALE 74,100 0.4775
Woolworths Group PLC LONG CFD 03/03/05 SALE 50,000 0.4700
Woolworths Group PLC LONG CFD 28/02/05 SALE 2,000,000 0.4821
Woolworths Group PLC LONG CFD 23/02/05 SALE 1,000,000 0.4895
Woolworths Group PLC LONG CFD 18/02/05 SALE 459,753 0.5000
Woolworths Group PLC LONG CFD 16/02/05 SALE 1,000,000 0.5000
Woolworths Group PLC LONG CFD 16/02/05 SALE 250,000 0.5025
Woolworths Group PLC LONG CFD 16/02/05 SALE 20,000 0.5000
Woolworths Group PLC LONG CFD 15/02/05 SALE 10,000 0.5050
Woolworths Group PLC LONG CFD 14/02/05 SALE 1,000,000 0.5025
Woolworths Group PLC LONG CFD 11/02/05 SALE 250,000 0.4975
Woolworths Group PLC LONG CFD 10/02/05 SALE 50,000 0.4925
Woolworths Group PLC LONG CFD 10/02/05 SALE 1,109,087 0.4925
Woolworths Group PLC LONG CFD 09/02/05 SALE 50,000 0.4875
Woolworths Group PLC LONG CFD 09/02/05 SALE 60,000 0.4875
Woolworths Group PLC LONG CFD 09/02/05 SALE 462,550 0.4925
Woolworths Group PLC LONG CFD 09/02/05 SALE 100,000 0.4925
Woolworths Group PLC LONG CFD 02/02/05 SALE 460,816 0.4725
Woolworths Group PLC LONG CFD 31/01/05 SALE 30,000 0.4929
Woolworths Group PLC LONG CFD 31/01/05 SALE 30,000 0.4929
Woolworths Group PLC LONG CFD 31/01/05 SALE 30,000 0.4929
Woolworths Group PLC LONG CFD 31/01/05 SALE 30,000 0.4929
Woolworths Group PLC LONG CFD 31/01/05 SALE 30,000 0.4929
Woolworths Group PLC LONG CFD 31/01/05 SALE 30,000 0.4929
Woolworths Group PLC LONG CFD 31/01/05 SALE 169,118 0.4975
Woolworths Group PLC LONG CFD 31/01/05 SALE 50,000 0.5025
Woolworths Group PLC LONG CFD 29/12/04 SALE 22,000 0.4000
Woolworths Group PLC LONG CFD 21/12/04 SALE 10,000 0.4150
Woolworths Group PLC LONG CFD 27/05/04 SALE 93,822 0.4277
Woolworths Group PLC LONG CFD 27/05/04 SALE 23,322 0.4277
Woolworths Group PLC LONG CFD 23/04/04 SALE 152,775 0.4096
Woolworths Group PLC SHORT CFD 14/03/05 SALE 4,443 0.4675
Woolworths Group PLC SHORT CFD 14/01/05 SALE 20,000 0.3900
This information is provided by RNS
The company news service from the London Stock Exchange
END
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