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FORM 8.5 (EPT/NON-RI) – TELECITY GROUP PLC

LONDON–(BUSINESSWIRE)–

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 TELECITY GROUP PLC
  relevant securities this form relates:  
(c) Name of the party to the offer with which exempt TELECITY GROUP PLC
  principal trader is connected  
(d) Date position held/dealing undertaken: 30 December 2015
(e) In addition to the company in 1(b) above, is the exempt principal NO
  trader making disclosures in respect of any other party to the offer?  

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:   ORD
  Interests   Short Positions
    Number   (%) Number   (%)
(1) Relevant securities owned
and/or controlled: 2,194,757 1.08% 887,616 0.44%
           
(2) Cash-settled derivatives:
18,554 0.01% 2,119,829 1.04%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
(4)
TOTAL: 2,213,311 1.09% 3,007,445 1.48%

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   Purchase/sale   Total number of   Highest price per unit   Lowest price per unit
security   securities paid/received paid/received
ORD Purchase 3,318 12.5400 GBP 12.4813 GBP
ORD Sale 1,623 12.5100 GBP 12.47 GBP

(b) Cash-settled derivative transactions

Class of   Product   Nature of dealing   Number of   Price per
relevant description reference unit
security     securities  
ORD SWAP Short 1,600 12.4851 GBP

(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:
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 of future acquisition or disposal of any
relevant securities to which
any derivative is referenced:
NONE

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached?   NO
Date of disclosure: 31 Dec 2015
Contact name: Jay Supaya
Telephone number: 020 7773 0635

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.

Contact

BARCLAYS PLC

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