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Form 8.3 - Shire PLC

17th Jul 2018 14:00

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a) Full name of discloser: Maverick Capital, Ltd. acting as fund manager for various funds holding the interests that are subject to this notice.
(b) Owner or controller of interests and short 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 relevant securities this form relates:

Use a separate form for each offeror/offeree

Shire PLC
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: N/A
(e) Date position held/dealing undertaken:

For an opening position disclosure, state the latest practicable date prior to the disclosure

July 16, 2018
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

If it is a cash offer or possible cash offer, state “N/A”

NO

2. POSITIONS OF THE PERSON 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 following the dealing (if any)

Class of relevant security: Ordinary shares: JE00B2QKY057

Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 4,745,168 .52%
(2) Cash-settled derivatives: 5,153,870 .56%
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

TOTAL:

9,899,038 1.08%

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 PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), 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 security Purchase/sale Number of securities Price per unit (USD)
American Depositary Receipt (ADR) Purchase 100 172.18
American Depositary Receipt (ADR) Purchase 200 172.08
American Depositary Receipt (ADR) Purchase 100 172.53
American Depositary Receipt (ADR) Purchase 100 172.34
American Depositary Receipt (ADR) Purchase 100 172.36
American Depositary Receipt (ADR) Purchase 100 172.35
American Depositary Receipt (ADR) Purchase 300 172.42
American Depositary Receipt (ADR) Purchase 125 172.76
American Depositary Receipt (ADR) Purchase 100 172.75
American Depositary Receipt (ADR) Purchase 200 172.25
American Depositary Receipt (ADR) Purchase 100 172.21
American Depositary Receipt (ADR) Purchase 100 172.19
American Depositary Receipt (ADR) Purchase 100 172.28
American Depositary Receipt (ADR) Purchase 100 172.17
American Depositary Receipt (ADR) Purchase 100 172.13
American Depositary Receipt (ADR) Purchase 100 172.07
American Depositary Receipt (ADR) Purchase 100 172.30
American Depositary Receipt (ADR) Purchase 300 172.24
American Depositary Receipt (ADR) Purchase 400 172.26
American Depositary Receipt (ADR) Purchase 200 172.41
American Depositary Receipt (ADR) Purchase 200 172.43
American Depositary Receipt (ADR) Purchase 100 172.32
American Depositary Receipt (ADR) Purchase 200 172.39
American Depositary Receipt (ADR) Purchase 100 172.40
American Depositary Receipt (ADR) Purchase 300 172.44
American Depositary Receipt (ADR) Purchase 100 172.38
American Depositary Receipt (ADR) Purchase 300 172.28
American Depositary Receipt (ADR) Purchase 100 172.33
American Depositary Receipt (ADR) Purchase 200 172.37
American Depositary Receipt (ADR) Purchase 200 172.66
American Depositary Receipt (ADR) Purchase 100 172.73
American Depositary Receipt (ADR) Purchase 100 172.79
American Depositary Receipt (ADR) Purchase 75 172.74
American Depositary Receipt (ADR) Purchase 100 172.70
American Depositary Receipt (ADR) Purchase 100 172.68
American Depositary Receipt (ADR) Purchase 100 172.64
American Depositary Receipt (ADR) Purchase 200 172.22
American Depositary Receipt (ADR) Purchase 62 172.20
Class of relevant security Purchase/sale Number of securities Price per unit (GBP)
Ordinary Shares Purchase 1,539 43.29
Ordinary Shares Purchase 814 43.20
Ordinary Shares Purchase 1,106 43.27
Ordinary Shares Purchase 1,277 43.28
Ordinary Shares Purchase 251 43.38
Ordinary Shares Purchase 923 43.37
Ordinary Shares Purchase 285 43.19
Ordinary Shares Purchase 568 43.17
Ordinary Shares Purchase 1,309 43.22
Ordinary Shares Purchase 1,151 43.18
Ordinary Shares Purchase 2,189 43.26
Ordinary Shares Purchase 1,072 43.29
Ordinary Shares Purchase 266 43.16
Ordinary Shares Purchase 1,839 43.19
Ordinary Shares Purchase 134 43.46
Ordinary Shares Purchase 561 43.50
Ordinary Shares Purchase 285 43.49
Ordinary Shares Purchase 305 43.48
Ordinary Shares Purchase 267 43.60
Ordinary Shares Purchase 152 43.63
Ordinary Shares Purchase 274 43.68
Ordinary Shares Purchase 86 43.64
Ordinary Shares Purchase 271 43.64
Ordinary Shares Purchase 284 43.61
Ordinary Shares Purchase 556 43.59
Ordinary Shares Purchase 167 43.58
Ordinary Shares Purchase 258 43.55
Ordinary Shares Purchase 249 43.58
Ordinary Shares Purchase 883 43.58
Ordinary Shares Purchase 24 43.58
Ordinary Shares Purchase 833 43.57
Ordinary Shares Purchase 821 43.57
Ordinary Shares Purchase 142 43.57
Ordinary Shares Purchase 75 43.56
Ordinary Shares Purchase 915 43.59
Ordinary Shares Purchase 40 43.57
Ordinary Shares Purchase 280 43.52
Ordinary Shares Purchase 260 43.51
Ordinary Shares Purchase 257 43.47
Ordinary Shares Purchase 259 43.44
Ordinary Shares Purchase 1,208 43.38
Ordinary Shares Purchase 679 43.36
Ordinary Shares Purchase 544 43.35
Ordinary Shares Purchase 122 43.35
Ordinary Shares Purchase 275 43.36
Ordinary Shares Purchase 63 43.38
Ordinary Shares Purchase 281 43.39
Ordinary Shares Purchase 271 43.39
Ordinary Shares Purchase 174 43.33
Ordinary Shares Purchase 395 43.34
Ordinary Shares Purchase 114 43.35
Ordinary Shares Purchase 111 43.34
Ordinary Shares Purchase 923 43.32
Ordinary Shares Purchase 1,237 43.33
Ordinary Shares Purchase 1,050 43.32
Ordinary Shares Purchase 1,185 43.31
Ordinary Shares Purchase 937 43.30
Ordinary Shares Purchase 2,199 43.30
Ordinary Shares Purchase 113 43.29
Ordinary Shares Purchase 174 43.26
Ordinary Shares Purchase 1,098 43.28
Ordinary Shares Purchase 111 43.29
Ordinary Shares Purchase 15,918 43.28
Ordinary Shares Purchase 3,375 43.27
Ordinary Shares Purchase 1,115 43.23
Ordinary Shares Purchase 803 43.21
Ordinary Shares Purchase 1,452 43.25
Ordinary Shares Purchase 154 43.25
Ordinary Shares Purchase 2,402 43.25
Ordinary Shares Purchase 185 43.22
Ordinary Shares Purchase 854 43.22
Ordinary Shares Purchase 1,319 43.24
Ordinary Shares Purchase 1,072 43.20
Ordinary Shares Purchase 852 43.18
Ordinary Shares Purchase 172 43.19
Ordinary Shares Purchase 210 43.16
Ordinary Shares Purchase 140 43.16
Ordinary Shares Purchase 17 43.16
Ordinary Shares Purchase 171 43.42
Ordinary Shares Purchase 352 43.19
Ordinary Shares Purchase 285 43.14
Ordinary Shares Purchase 179 43.15
Ordinary Shares Purchase 1,360 43.21
Ordinary Shares Purchase 223 43.20
Ordinary Shares Purchase 1,341 43.26
Ordinary Shares Purchase 268 43.28
Ordinary Shares Purchase 105 43.23
Ordinary Shares Purchase 65 43.25
Ordinary Shares Purchase 69 43.28
Ordinary Shares Purchase 120 43.28
Ordinary Shares Purchase 356 43.29
Ordinary Shares Purchase 345 43.32
Ordinary Shares Purchase 125 43.27
Ordinary Shares Purchase 84 43.28
Ordinary Shares Purchase 64 43.27
Ordinary Shares Purchase 361 43.31
Ordinary Shares Purchase 780 43.34
Ordinary Shares Purchase 175 43.33
Ordinary Shares Purchase 533 43.32
Ordinary Shares Purchase 173 43.32
Ordinary Shares Purchase 915 43.34
Ordinary Shares Purchase 253 43.24
Ordinary Shares Purchase 349 43.24
Ordinary Shares Purchase 58 43.24

(b) Cash-settled derivative transactions

Class of relevant security

Product Description

Purchase/sale

Number of reference securities

Price per unit (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 person 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 person 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: July 17, 2018
Contact name: Jessica Opland
Telephone number: 1-214-880-4057

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.

View source version on businesswire.com: https://www.businesswire.com/news/home/20180717005205/en/

Copyright Business Wire 2018


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