LONDON--(BUSINESS WIRE)--

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 TESCO PLC
relevant securities this form relates:
(c) Name of the party to the offer with which exempt TESCO PLC
principal trader is connected
(d) Date position held/dealing undertaken: 11 December 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? BOOKER GROUP PLC

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: 5p ordinary
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 43,897,952 0.54% 46,638,028 0.57%
(2) Cash-settled derivatives:
20,465,590 0.25% 22,458,468 0.27%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 1,000,000 0.01% 1,000,000 0.01%
(4)
TOTAL: 65,363,542 0.80% 70,096,496 0.86%

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
5p ordinary Purchase 2,257,858 2.0650 GBP 2.0445 GBP
5p ordinary Sale 1,910,598 2.0640 GBP 2.0445 GBP
ADR Purchase 116,334 8.2174 USD 8.2174 USD
ADR Sale 116,334 8.2174 USD 8.2174 USD

(b) Cash-settled derivative transactions

Class of Product Nature of dealing Number of Price per
relevant description reference unit
security securities
5p ordinary SWAP Long 100 2.0468 GBP
5p ordinary CFD Long 895 2.0633 GBP
5p ordinary SWAP Long 4,839 2.0592 GBP
5p ordinary CFD Long 8,995 2.0594 GBP
5p ordinary CFD Long 17,017 2.0607 GBP
5p ordinary CFD Long 29,802 2.0613 GBP
5p ordinary CFD Long 145,196 2.0505 GBP
5p ordinary SWAP Long 351,215 2.0545 GBP
5p ordinary SWAP Long 376,944 2.0550 GBP
5p ordinary SWAP Long 747,568 2.0542 GBP
5p ordinary SWAP Short 514 2.0494 GBP
5p ordinary CFD Short 578 2.0480 GBP
5p ordinary SWAP Short 767 2.0453 GBP
5p ordinary CFD Short 1,552 2.0488 GBP
5p ordinary SWAP Short 1,705 2.0455 GBP
5p ordinary SWAP Short 1,783 2.0609 GBP
5p ordinary CFD Short 1,823 2.0464 GBP
5p ordinary CFD Short 1,902 2.0470 GBP
5p ordinary SWAP Short 2,734 2.0605 GBP
5p ordinary CFD Short 3,081 2.0485 GBP
5p ordinary SWAP Short 3,194 2.0599 GBP
5p ordinary CFD Short 3,726 2.0568 GBP
5p ordinary CFD Short 4,270 2.0475 GBP
5p ordinary SWAP Short 5,190 2.0454 GBP
5p ordinary SWAP Short 5,363 2.0589 GBP
5p ordinary SWAP Short 6,814 2.0507 GBP
5p ordinary CFD Short 8,621 2.0469 GBP
5p ordinary SWAP Short 10,348 2.0574 GBP
5p ordinary SWAP Short 13,355 2.0576 GBP
5p ordinary CFD Short 13,629 2.0484 GBP
5p ordinary SWAP Short 14,174 2.0593 GBP
5p ordinary CFD Short 17,527 2.0530 GBP
5p ordinary SWAP Short 21,686 2.0554 GBP
5p ordinary SWAP Short 90,824 2.0542 GBP
5p ordinary SWAP Short 129,117 2.0541 GBP
5p ordinary CFD Short 134,844 2.0518 GBP
5p ordinary CFD Short 185,578 2.0521 GBP
5p ordinary SWAP Short 207,244 2.0549 GBP
5p ordinary SWAP Short 248,849 2.0550 GBP
5p ordinary CFD Short 309,572 2.0582 GBP
5p ordinary SWAP Short 309,572 2.0582 GBP
5p ordinary SWAP Short 423,550 2.0562 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? YES
Date of disclosure: 12 Dec 2017
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.

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.

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the 'Code')

1. KEY INFORMATION

Identity of the person whose positions/dealings BARCLAYS CAPITAL SECURITIES LTD
are being disclosed:
Name of offeror/offeree in relation to whose TESCO PLC
relevant securities this from relates:

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class Product Writing, Number Exercise Type Expiry
of description purchasing, of price date
relevant selling, securities per unit
security varying etc to which
option
relates
5p ordinary Call Options Purchased 1,000,000 185.0000 American 15 Dec 2017
5p ordinary Put Options Purchased -1,000,000 185.0000 American 15 Dec 2017

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:

It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to cash-settled derivatives.

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 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/20171212005887/en/

BARCLAYS PLC

Source: BARCLAYS PLC

Tesco plc published this content on 12 December 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 12 December 2017 15:28:09 UTC.

Original documenthttps://otp.tools.investis.com/clients/uk/tesco/rns/regulatory-story.aspx?cid=55&newsid=957528

Public permalinkhttp://www.publicnow.com/view/EA87E9944D6D9FAC86A66E912465B4F10347617D