REG - Arcadis NV Hyder Consulting PLC - Form 8 (DD) - Hyder Consulting PLC <Origin Href="QuoteRef">ARDS.AS</Origin> <Origin Href="QuoteRef">HYC.L</Origin>
RNS Number : 3097UArcadis NV14 October 2014FORM 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) Identity of the party to the offer or person acting in concert making the disclosure:
ARCADIS N.V.
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):
The naming of nominee or vehicle companies is insufficient
N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each offeror/offeree
HYDER CONSULTING PLC
(d) Status of person making the disclosure:
e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)
Person acting in concert with the offeror (ARCADIS UK Investments B.V.)
(e) Date dealing undertaken:
14 October 2014
(f) Has the party previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?
NO
2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE
(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 shares of 10 pence each
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
10,103,107
25.94
Nil
Nil
(2) Derivatives (other than options):
Nil
Nil
Nil
Nil
(3) Options and agreements to purchase/sell:
Nil
Nil
Nil
Nil
TOTAL:
10,103,107
25.94
Nil
Nil
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).
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 executive options)
Class of relevant security in relation to which subscription right exists:
N/A
Details, including nature of the rights concerned and relevant percentages:
N/A
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.
3. DEALINGS BY THE PERSON MAKING THE DISCLOSURE
(a) Purchases and sales
Class of relevant security
Purchase/sale
Number of securities
Price per unit
Ordinary shares of 10 pence each
Purchase
50,000
730 pence per share
(b) Derivatives transactions (other than options)
Class of relevant security
Product description
e.g. CFD
Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities
Price per unit
N/A
N/A
N/A
N/A
N/A
(c) Options transactions in respect of existing securities
(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
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
(ii) Exercising
Class of relevant security
Product description
e.g. call option
Number of securities
Exercise price per unit
N/A
N/A
N/A
N/A
(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)
N/A
N/A
N/A
N/A
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(c), 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 party to the offer or person acting in concert making the disclosure and any other person:
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 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"
NONE
(c) Attachments
Are any Supplemental Forms attached?
Supplemental Form 8 (Open Positions)
YES
Supplemental Form 8 (SBL)
NO
(1) Date of disclosure:
14 October 2014
(2) Contact name:
Andrew Kingston (HSBC)
(3) Telephone number:
+44 (0) 207 991 8888
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
524574844
SUPPLEMENTAL FORM 8 (OPEN POSITIONS)
DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.
Note 5(i) on Rule 8 of the Takeover Code (the "Code")
1. KEY INFORMATION
Identity of person whose open positions are being disclosed:
ARCADIS N.V.
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:
HYDER CONSULTING PLC
2. OPTIONS AND DERIVATIVES
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
e.g. American, European etc.
Expiry date
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:
As per the supplemental form 8 submitted on 22 August 2014 and 8 September 2014, all Hyder Directors who held Hyder Shares (and, in the case of Ivor Catto, his wife) previously agreed to sell their entire beneficial holdings in Hyder Shares to ARCADIS at 730 pence per share. These beneficial holdings totalled 283,137 Hyder Shares.
On 5 September 2014, ARCADIS N.V. acquired 215,851 Hyder Shares; on 13 October 2014, ARCADIS N.V. acquired 17,286 Hyder Shares; and on 14 October 2014, ARCADIS N.V. acquired the remaining 50,000 Hyder Shares, each pursuant to these agreements.
Accordingly, no further agreements to purchase Hyder Shares remain in force.
It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to contracts for differences ("CFDs") or spread bets.
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 dealing disclosure requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
This information is provided by RNSThe company news service from the London Stock ExchangeENDDCCLLFIRIVLSLIS
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