TIDMTTS 
 
RNS Number : 5707M 
Total Systems PLC 
26 May 2010 
 

                                                                    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)             | TOTAL      | 
| Identity        | SYSTEMS    | 
| of the          | PLC        | 
| party to        |            | 
| the             |            | 
| offer           |            | 
| making          |            | 
| the             |            | 
| disclosure:     |            | 
+-----------------+------------+ 
| (b)             | -          | 
| Owner           |            | 
| or              |            | 
| controller      |            | 
| of              |            | 
| interests       |            | 
| and short       |            | 
| positions       |            | 
| disclosed,      |            | 
| if              |            | 
| different       |            | 
| from 1(a):      |            | 
| The             |            | 
| naming of       |            | 
| nominee or      |            | 
| vehicle         |            | 
| companies       |            | 
| is              |            | 
| insufficient    |            | 
+-----------------+------------+ 
| (c)             | TOTAL      | 
| Name            | SYSTEMS    | 
| of              | PLC        | 
| offeror/offeree |            | 
| in relation to  |            | 
| whose relevant  |            | 
| securities this |            | 
| form relates:   |            | 
| Use a           |            | 
| separate form   |            | 
| for each party  |            | 
| to the offer    |            | 
+-----------------+------------+ 
| (d) Is          | OFFEREE    | 
| the             |            | 
| party           |            | 
| to the          |            | 
| offer           |            | 
| making          |            | 
| the             |            | 
| disclosure      |            | 
| the             |            | 
| offeror or      |            | 
| the             |            | 
| offeree?        |            | 
+-----------------+------------+ 
| (e)             | 26/05/2010 | 
| Date            |            | 
| position        |            | 
| held:           |            | 
+-----------------+------------+ 
| (f)             | NO         | 
| Has             |            | 
| the             |            | 
| party           |            | 
| previously      |            | 
| disclosed,      |            | 
| or is it        |            | 
| today           |            | 
| disclosing,     |            | 
| under the       |            | 
| Code in         |            | 
| respect of      |            | 
| any other       |            | 
| party to        |            | 
| this offer?     |            | 
+-----------------+------------+ 
 
2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE 
 
(a)        Interests and short positions in the relevant securities of the 
offeror or offeree to which the disclosure relates 
 
+----------------+--------+--------+--------+--------+ 
| Class          | 5p Ordinary Shares ("Ordinary     | 
| of             | Shares")                          | 
| relevant       |                                   | 
| security:      |                                   | 
|                |                                   | 
+----------------+-----------------------------------+ 
|                |    Interests    |Short positions  | 
|                |                 |                 | 
+                +-----------------+-----------------+ 
|                |Number  |   %    |Number  |   %    | 
+----------------+--------+--------+--------+--------+ 
| (1)            |   -    |   -    |   -    |   -    | 
| Relevant       |        |        |        |        | 
| securities     |        |        |        |        | 
| owned          |        |        |        |        | 
| and/or         |        |        |        |        | 
| controlled:    |        |        |        |        | 
+----------------+--------+--------+--------+--------+ 
| (2)            |   -    |   -    |   -    |   -    | 
| Derivatives    |        |        |        |        | 
| (other than    |        |        |        |        | 
| options):      |        |        |        |        | 
+----------------+--------+--------+--------+--------+ 
| (3)            |   -    |   -    |   -    |   -    | 
| Options        |        |        |        |        | 
| and            |        |        |        |        | 
| agreements     |        |        |        |        | 
| to             |        |        |        |        | 
| purchase/sell: |        |        |        |        | 
+----------------+--------+--------+--------+--------+ 
|                |   -    |   -    |   -    |   -    | 
|                |        |        |        |        | 
| TOTAL:         |        |        |        |        | 
+----------------+--------+--------+--------+--------+ 
 
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 
 
+--------------+--------+ 
| Class        | -      | 
| of           |        | 
| relevant     |        | 
| security     |        | 
| in           |        | 
| relation     |        | 
| to which     |        | 
| subscription |        | 
| right        |        | 
| exists:      |        | 
+--------------+--------+ 
| Details,     | -      | 
| including    |        | 
| nature of    |        | 
| the          |        | 
| rights       |        | 
| concerned    |        | 
| and          |        | 
| relevant     |        | 
| percentages: |        | 
+--------------+--------+ 
 
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. 
 
(c)        Irrevocable commitments and letters of intent 
 
+-------------+ 
| Details     | 
| of any      | 
| irrevocable | 
| commitments | 
| or letters  | 
| of intent   | 
| procured by | 
| the party   | 
| to the      | 
| offer       | 
| making the  | 
| disclosure  | 
| or any      | 
| person      | 
| acting in   | 
| concert     | 
| with it     | 
| (see Note 3 | 
| on Rule     | 
| 2.11 of the | 
| Code):      | 
+-------------+ 
| -           | 
|             | 
|             | 
+-------------+ 
 
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                                                  | 
| of any                                                     | 
| person                                                     | 
| acting in                                                  | 
| concert                                                    | 
| with the                                                   | 
| party to                                                   | 
| the offer                                                  | 
| making the                                                 | 
| disclosure:                                                | 
+------------------------------------------------------------+ 
| Director       Number of      % if       Number     Number | 
| ordinary       issued     of         of                    | 
| shares held    share      ordinary   ordinary              | 
| capital    shares     shares                               | 
| under      under                                           | 
| option     option                                          | 
| under      under                                           | 
| the EMI    the SAYE                                        | 
| Plan       Scheme                                          | 
| Granville      11,419         0.1        240,960    -      | 
| Harris                                                     | 
| Arthur Weber   6,.910         0.1        240,960    45,698 | 
| Clive Dutton   17,210         0.2        240,960    -      | 
| Peter          2,067,500      19.8       0          -      | 
| Delaney                                                    | 
|                                                            | 
+------------------------------------------------------------+ 
 
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 3 for 
each additional class of relevant security. 
 
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). 
 
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:             | 
| If there are    | 
| no such         | 
| agreements,     | 
| arrangements    | 
| or              | 
| understandings, | 
| state "none"    | 
+-----------------+ 
|                 | 
| Each            | 
| of the          | 
| independent     | 
| directors       | 
| in section      | 
| 3 above has     | 
| irrevocably     | 
| undertaken      | 
| not to          | 
| accept the      | 
| offer           | 
| announced       | 
| on 13 May       | 
| 2010 or any     | 
| other offer     | 
| made or to      | 
| be made by      | 
| Brewin          | 
| Dolphin to      | 
| purchase        | 
| Ordinary        | 
| Shares and      | 
| has also        | 
| irrevocably     | 
| undertaken      | 
| not to          | 
| dispose of      | 
| any of the      | 
| Ordinary        | 
| Shares of       | 
| which they      | 
| are holders     | 
| prior to        | 
| the offer       | 
| closing         | 
| date of 25      | 
| June 2010.      | 
|                 | 
+-----------------+ 
 
(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 | NO     | 
| Form 8 (Open |        | 
| Positions)   |        | 
+--------------+--------+ 
| Supplemental | NO     | 
| Form 8 (SBL) |        | 
+--------------+--------+ 
 
 
+-------------+---------------+ 
| Date        | 26/05/2010    | 
| of          |               | 
| disclosure: |               | 
+-------------+---------------+ 
| Contact     | Granville     | 
| name:       | Harris        | 
+-------------+---------------+ 
| Telephone   | 020 7294 4888 | 
| number:     |               | 
+-------------+---------------+ 
 
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. 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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