LONDON--(BUSINESS WIRE)--

FORM 8.5 (EPT/NON-RI) - AMENDMENT TO SECTION 2(a) & 3(a)

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 AMEC FOSTER WHEELER PLC
relevant securities this form relates:
(c) Name of the party to the offer with which exempt AMEC FOSTER WHEELER PLC
principal trader is connected
(d) Date position held/dealing undertaken: 16 March 2017
(e) In addition to the company in 1(b) above, is the exempt principal YES:
trader making disclosures in respect of any other party to the offer?
WOOD GROUP (JOHN)

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: 4,351,872 1.08% 2,060,145 0.53%
(2) Cash-settled derivatives:
809,372 0.21% 2,879,087 0.74%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
(4)
TOTAL: 5,161,244 1.29% 4,939,232 1.27%

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

50p ORD

Purchase 829,263 5.2475 GBP 5.0975 GBP

50p ORD

Sale 387,488 5.2475 GBP 5.0788 GBP
ADR Purchase 14,421 6.3139 USD 6.2921 USD
ADR Sale 14,421 6.3139 USD 6.2921 USD

(b) Cash-settled derivative transactions

Class of Product Nature of dealing Number of Price per
relevant description reference unit
security securities

50p ORD

CFD Long 224 5.0788 GBP

50p ORD

SWAP Long 1,836 5.1416 GBP

50p ORD

CFD Long 2,356 5.1296 GBP

50p ORD

CFD Long 5,544 5.0943 GBP

50p ORD

CFD Long 10,923 5.1218 GBP

50p ORD

SWAP Long 20,399 5.1763 GBP

50p ORD

SWAP Long 20,475 5.1794 GBP

50p ORD

SWAP Long 20,751 5.1761 GBP

50p ORD

SWAP Long 44,758 5.1890 GBP

50p ORD

CFD Long 60,354 5.1599 GBP

50p ORD

SWAP Long 73,728 5.1658 GBP

50p ORD

SWAP Short 979 5.1218 GBP

50p ORD

SWAP Short 4,929 5.1636 GBP

50p ORD

CFD Short 6,769 5.1861 GBP

50p ORD

CFD Short 8,015 5.2085 GBP

50p ORD

CFD Short 11,632 5.2449 GBP

50p ORD

CFD Short 13,000 5.2281 GBP

50p ORD

SWAP Short 14,151 5.1318 GBP

50p ORD

CFD Short 20,000 5.1672 GBP

50p ORD

CFD Short 21,666 5.2347 GBP

50p ORD

CFD Short 25,000 5.1980 GBP

50p ORD

CFD Short 30,000 5.2404 GBP

50p ORD

SWAP Short 32,833 5.1411 GBP

50p ORD

SWAP Short 41,555 5.1574 GBP

50p ORD

SWAP Short 75,700 5.1566 GBP

50p ORD

CFD Short 111,739 5.2071 GBP

50p ORD

CFD Short 128,902 5.1993 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:

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 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: 21 Mar 2017
Contact name: Hemika Mistry
Telephone number: 020 7116 3891

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 atwww.thetakeoverpanel.org.uk.

View source version on businesswire.com:http://www.businesswire.com/news/home/20170321005758/en/

BARCLAYS PLC

Source: BARCLAYS PLC

Barclays plc published this content on 21 March 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 21 March 2017 10:26:17 UTC.

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