AMEC FOSTADR
FORM 8 (OPD)
PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER
Rules 8.1 and 8.2 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Full name of discloser: John Wood Group PLC
(b) Owner or controller of interests and short N/A
positions disclosed, if different from 1(a):
The naming of nominee or vehicle companies is
insufficient. For a trust, the trustee(s), settlor
and beneficiaries must be named.
(c) Name of offeror/offeree in relation to whose Amec Foster Wheeler plc
relevant securities this form relates:
Use a separate form for each offeror/offeree
(d) Is the discloser the offeror or the offeree? OFFEROR
(e) Date position held: 24 March 2017
The latest practicable date prior to the
disclosure
(f) In addition to the company in 1(c) above, is YES
the discloser making disclosures in respect of any If YES, specify which: John Wood
other party to the offer? Group PLC
If it is a cash offer or possible cash offer,
state "N/A"
2. POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
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.
(a) Interests and short positions in the relevant securities of the
offeror or offeree to which the disclosure relates
Class of relevant security: Ordinary Shares
Interests Short positions
Number % Number %
(1) Relevant securities owned and/ Nil 0 Nil 0
or controlled:
(2) Cash-settled derivatives: Nil 0 Nil 0
(3) Stock-settled derivatives Nil 0 Nil 0
(including options) and agreements
to purchase/sell:
Nil 0 Nil 0
TOTAL:
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).
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
Class of relevant security in relation to N/A
which subscription right exists:
Details, including nature of the rights N/A
concerned and relevant percentages:
3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER
MAKING THE DISCLOSURE
Details of any interests, short positions and rights to subscribe (including
directors' and other employee options) of any person acting in concert with the
party to the offer making the disclosure:
A. Interests held by directors of John Wood Group PLC and their close
relatives and related trusts
Name Number of Percentage of
Ordinary Shares total issued
share capital
(excluding share
options) (%)
David Kemp 162 0.00004
A. Interests held by other presumed concert parties of John Wood Group PLC:
J.P. Morgan Securities LLC - Private Client Service (PCS):
Class of relevant security Ordinary Shares
Interests Short Positions
Number % Number %
Relevant securities owned 372 0.00010 Nil 0
and/or controlled
Cash-settled derivatives Nil 0 Nil 0
Stock-settled derivatives Nil 0 Nil 0
(including options) and
agreements to purchase/
sell
TOTAL 372 0.00010 Nil 0
JPMorgan Chase Bank, N.A.:
Class of relevant security Ordinary Shares
Interests Short Positions
Number % Number %
Relevant securities owned 37 0.00001 Nil 0
and/or controlled
Cash-settled derivatives Nil 0 Nil 0
Stock-settled derivatives Nil 0 Nil 0
(including options) and
agreements to purchase/
sell
TOTAL 37 0.00001 Nil 0
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).
Details of any securities borrowing and lending positions or financial
collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).
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 making the disclosure or any person acting in concert with it:
Irrevocable commitments and letters of intent should not be included. 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 making the disclosure, or any person acting in
concert with it, 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) NO
Supplemental Form 8 (SBL) NO
Date of disclosure: 24 March 2017
Contact name: Lorraine Sproule
Telephone number: +44 (0) 1224 851000
Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information Service.
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 .
WOOD GROUP (JOHN) PLC : - Form 8 (OPD) - Amec Foster Wheeler plc
March 24, 2017 at 08:03 am EDT
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