14th Oct 2014 11:41
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: | J.P. Morgan Securities LLC |
(b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Shire Plc |
(c) Name of the party to the offer with which exempt principal trader is connected: | AbbVie Inc. |
(d) Date position held/dealing undertaken: | 13 October 2014 |
(e) Has the EPT previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer? | Yes. AbbVie Inc. |
2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER
(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:
| ||||
| Interests | Short positions | ||
Number | % | Number | % | |
(1) Relevant securities owned and/or controlled: | 3,222,666 | 0.55 | 72,825 | 0.01 |
(2) Derivatives (other than options): | - | - | 3,054,135 | 0.52 |
(3) Options and agreements to purchase/sell: | - | - | - | - |
TOTAL: | 3,222,666 | 0.55 | 3,126,960 | 0.53 |
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).
(b) Rights to subscribe for new securities (including directors' and other executive options)
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(b), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.
3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER
(a) Purchases and sales
Class of relevant security | Purchase/sale
| Number of securities | Price per unit (USD) |
ADS | Purchases
Sales | 100 100 400 200 100 100 13 100 100 200 100 300 100 1,800 200 387 600 1,300 200 400 100 100 200 100 100 100 100 100 100 600 100 500 100 100 300 100 100 100 400 36,343 700 100 300 100 600 3,550 100 600 200 100 2,300 200 100 900 100 300 200 600 100 400 200 100 100 3,150 200 100 200 2,200 600 1,600 100 400 300 1,800 200 400 943 100 400 400 100 100 100 100 100 100 100 200 100 100
52 36,343 36,343 | 247.8700 248.1400 248.2525 248.6900 248.7000 248.7550 248.7950 248.8750 248.8850 248.9150 248.9550 248.9642 249.0050 249.0389 249.0400 249.0407 249.1167 249.1873 249.3100 249.3808 249.4300 249.4900 249.5200 249.5500 249.5700 249.6400 249.6550 249.6700 249.6750 249.6800 249.6900 249.7000 249.7300 249.7350 249.7400 249.7450 249.7500 249.7575 249.7600 249.7632 249.7686 249.7700 249.8000 249.8125 249.8250 249.8269 249.8350 249.8400 249.8425 249.8450 249.8487 249.8500 249.8700 249.8978 249.9000 249.9050 249.9100 249.9200 249.9300 249.9400 249.9500 249.9650 249.9700 249.9729 249.9800 249.9850 249.9900 249.9933 250.0033 250.0150 250.0300 250.0325 250.0333 250.0483 250.0500 250.0600 250.2300 250.2500 250.3100 250.3150 250.3300 250.3400 250.3450 250.4100 250.4250 250.4450 250.5650 250.6950 250.7050 250.7500
248.7000 249.7600 249.7632 |
(b) Derivatives transactions (other than options)
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 |
|
(c) Options transactions in respect of existing securities
(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) Exercising
Class of relevant security | Product description e.g. call option | 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) |
|
The currency of all prices and other monetary amounts should be stated.
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.
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: If there are no such agreements, arrangements or understandings, state "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" |
|
(c) Attachments
Is a Supplemental Form 8 (Open Positions) attached? | NO |
| Date of disclosure: | 14 October 2014 |
| Contact name: | Tung T Le |
| Telephone number: | 020 7742 7272 |
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 [email protected]. 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.
Related Shares:
Shire