23rd Sep 2025 11:39
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 |
| ALPHAWAVE IP GROUP PLC | ||||
| relevant securities this form relates: |
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(c) | Name of the party to the offer with which exempt | ALPHAWAVE IP GROUP PLC | |||||
| principal trader is connected |
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(d) | Date position held/dealing undertaken: |
| 22 Sep 2025 | ||||
(e) | In addition to the company in 1(b) above, is the exempt principal | YES: |
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| trader making disclosures in respect of any other party to the offer? | AQUA ACQUISITION SUB LLC (AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF QUALCOMM INCORPORATED) |
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2. | POSITIONS OF THE EXEMPT PRINCIPAL TRADER | ||||||
(a) | Interests and short positions in the relevant securities of the offeror or offeree |
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| to which the disclosure relates following the dealing (if any) |
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Class of relevant security: | 1p ordinary | ||||||
| Interests | Short Positions | |||||
| Number | (%) | Number | (%) | |||
(1) | Relevant securities owned |
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| and/or controlled: |
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| 21,289,894 | 2.71% | 4,786,021 | 0.61% |
(2) | Cash-settled derivatives: |
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| and/or controlled: |
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| 2,864,229 | 0.36% | 21,050,814 | 2.67% |
(3) | Stock-settled derivatives (including options) |
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| and agreements to purchase/sell: |
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| 0 | 0.00% | 0 | 0.00% |
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| TOTAL: |
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| 24,154,123 | 3.07% | 25,836,835 | 3.28% |
Class of relevant security: | Senior unsecured convertible bond | ||||||
| Interests | Short Positions | |||||
| Number | (%) | Number | (%) | |||
(1) | Relevant securities owned |
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| and/or controlled: |
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| 3,200,000 | 2.13% | 0 | 0.00% |
(2) | Cash-settled derivatives: |
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| and/or controlled: |
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| 0 | 0.00% | 0 | 0.00% |
(3) | Stock-settled derivatives (including options) |
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| and agreements to purchase/sell: |
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| 0 | 0.00% | 0 | 0.00% |
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| TOTAL: |
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| 3,200,000 | 2.13% | 0 | 0.00% |
(b) | Rights to subscribe for new securities (including directors and other executive |
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| options) |
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Class of relevant security in relation to |
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which subscription right exists |
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Details, including nature of the rights |
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concerned and relevant percentages: |
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3. | DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER | ||||||
(a) | Purchases and sales |
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Class of relevant | Purchase/sale | Total number of | Highest price per unit | Lowest price per unit | |||
security |
| securities | paid/received | paid/received | |||
1p ordinary | Purchase | 974,276 | 1.9180 GBP | 1.8990 GBP | |||
1p ordinary | Sale | 485,978 | 1.9099 GBP | 1.9010 GBP | |||
Senior unsecured convertible bond | Sale | 1,000,000 | 161.0000 USD | 161.0000 USD | |||
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(b) | Cash-settled derivative transactions |
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Class of | Product | Nature of dealing | Number of | Price per | |||
relevant | description |
| reference | unit | |||
security |
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1p ordinary | SWAP | Decreasing Short | 6,585 | 1.9047 GBP | |||
1p ordinary | SWAP | Decreasing Short | 4,557 | 1.9040 GBP | |||
1p ordinary | SWAP | Decreasing Short | 32,047 | 1.9044 GBP | |||
1p ordinary | SWAP | Decreasing Short | 11,599 | 1.9050 GBP | |||
1p ordinary | SWAP | Decreasing Short | 61 | 1.9063 GBP | |||
1p ordinary | SWAP | Decreasing Short | 248 | 1.9065 GBP | |||
1p ordinary | SWAP | Decreasing Short | 723 | 1.9070 GBP | |||
1p ordinary | SWAP | Decreasing Short | 1 | 1.9099 GBP | |||
1p ordinary | SWAP | Decreasing Short | 125,013 | 1.8869 GBP | |||
1p ordinary | SWAP | Increasing Short | 125,013 | 1.8885 USD | |||
1p ordinary | SWAP | Increasing Short | 3,815 | 1.8990 GBP | |||
1p ordinary | SWAP | Increasing Short | 283 | 1.9017 GBP | |||
1p ordinary | SWAP | Increasing Short | 1,230 | 1.9027 GBP | |||
1p ordinary | SWAP | Increasing Short | 2,863 | 1.9040 GBP | |||
1p ordinary | SWAP | Increasing Short | 3,492 | 1.9042 GBP | |||
1p ordinary | SWAP | Increasing Short | 28,281 | 1.9044 GBP | |||
1p ordinary | SWAP | Increasing Short | 28,806 | 1.9045 GBP | |||
1p ordinary | SWAP | Increasing Short | 78,311 | 1.9050 GBP | |||
1p ordinary | SWAP | Increasing Short | 75,279 | 1.9052 GBP | |||
1p ordinary | SWAP | Increasing Short | 1,004 | 1.9053 GBP | |||
1p ordinary | SWAP | Increasing Short | 367 | 1.9059 GBP | |||
1p ordinary | SWAP | Increasing Short | 39,248 | 1.9069 GBP | |||
1p ordinary | SWAP | Increasing Short | 10,441 | 1.9078 GBP | |||
1p ordinary | SWAP | Increasing Short | 3,774 | 1.9090 GBP | |||
1p ordinary | SWAP | Increasing Short | 262 | 1.9170 GBP | |||
1p ordinary | SWAP | Increasing Short | 64,376 | 1.9180 GBP | |||
1p ordinary | SWAP | Increasing Short | 22 | 1.9230 GBP | |||
1p ordinary | CFD | Increasing Short | 4,723 | 1.9065 GBP | |||
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(c) | Stock-settled derivative transactions (including options) |
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(i) | Writing, selling, purchasing or varying |
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Class | Product | Writing, | Number | Exercise | Type | Expiry | Option |
of | description | purchasing, | of | price |
| date | money |
relevant |
| selling, | securities | per unit |
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security |
| varying etc | to which |
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| received |
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| option |
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| per unit |
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| relates |
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(ii) | Exercising |
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Class of relevant | Product description | Exercising/ exercised against | Number of | Exercise price per | |||
security |
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(d) | Other dealings (including subscribing for new securities) |
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Class of relevant | Nature of Dealings | Details | Price per unit (if | ||||
security |
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4. | OTHER INFORMATION | ||||||
(a) | Indemnity and other dealings arrangements |
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Details of any indemnity or option arrangement, or any agreement or understanding, |
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formal or informal, relating to relevant securities which may be an inducement to deal |
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or refrain from dealing entered into by the exempt principal trader making the disclosure and any party |
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to the offer or any person acting in concert with a party to the offer: |
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NONE | |||||||
(b) | Agreements, arrangements or understandings relating to options or derivatives |
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Details of any agreement, arrangement or understanding, formal or informal, between |
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the exempt principal trader making the disclosure and any other person relating to: |
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(i) the voting rights of any relevant securities under any option; or |
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(ii) the voting rights of future acquisition or disposal of any relevant securities to which |
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any derivative is referenced: |
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NONE | |||||||
(c) | Attachments |
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Is a Supplemental Form 8 (Open Positions) attached? | NO | ||||||
Date of disclosure: | 23 Sep 2025 | ||||||
Contact name: | Large Holdings Regulatory Operations | ||||||
Telephone number: | 020 3134 7213 | ||||||
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