Last checked at 24 Jun 2024 11:41
FORM 8.5 (EPT/RI)
PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY
Rule 8.5 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Name of exempt principal trader: | J.P. Morgan Securities Plc |
(b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Smith (DS) plc |
(c) Name of the party to the offer with which exempt principal trader is connected: | Corporate broker to Smith (DS) plc |
(d) Date dealing undertaken: | 21 June 2024 |
(e) In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer? If it is a cash offer or possible cash offer, state "N/A" | Yes, International Paper Company |
2. DEALINGS 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 2(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 security | Purchases/ sales
| Total number of securities | Highest price per unit paid/received | Lowest price per unit paid/received |
10p ordinary | Purchase
Sale | 10,184,396
8,985,503 | 3.6260 GBP
3.6300 GBP | 3.5760 GBP
3.5760 GBP |
(b) Cash-settled derivative transactions
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 |
10p ordinary | Equity Swap | Decrease Long
Decrease Short
Increase Long
Increase Short
Opening a Long Position
Opening a Short Position
| 32,937 100,738
1,086 95,182 5,244 529,811
7,896 2,199 66 33,211
29,984 875 4,375 503,836 587,168
914 3,512 332 3,321 33 13,647 21,493 7,137 8,958 4,406 10,646 14,186 44 1,765
2,039 1,809 985 38,006 4,711 2,152 2,420 1,089 30,738 6,445 | 3.6114 GBP 3.6143 GBP
3.5900 GBP 3.6116 GBP 3.6130 GBP 3.6136 GBP
3.6097 GBP 3.6135 GBP 3.6137 GBP 3.6138 GBP
3.6089 GBP 3.6101 GBP 3.6112 GBP 3.6140 GBP 4.5663 GBP
3.5879 GBP 3.5923 GBP 3.5939 GBP 3.5946 GBP 3.5959 GBP 3.5961 GBP 3.5962 GBP 3.6002 GBP 3.6035 GBP 3.6053 GBP 3.6138 GBP 3.6147 GBP 3.6150 GBP 3.6197 GBP
3.5834 GBP 3.5840 GBP 3.5961 GBP 3.5998 GBP 3.6006 GBP 3.6009 GBP 3.6039 GBP 3.6071 GBP 3.6134 GBP 3.6140 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 |
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(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) |
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3. 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
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(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
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| Date of disclosure: | 24 June 2024 |
| Contact name: | Natasha Mondon |
| Telephone number: | 01202 325175 |
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 dealing disclosure requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.