21st Nov 2019 10:10
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 | Just Eat plc |
(c) Name of the party to the offer with which exempt principal trader is connected: | Financial adviser to Prosus and MIH |
(d) Date dealing undertaken: | 20 November 2019 |
(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, Takeaway.com N.V. |
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 |
Ordinary Share
| Purchase
Sale | 977,899
991,260 | 7.5760 GBP
7.5770 GBP | 7.5120 GBP
7.5100 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 |
Ordinary Share | Equity Swap | Long
Short
| 2,574 13,193 436 38,215 6,019 21,838 159 8,314 4,243 298 10,202 348 12 3,597 51,452 3,823 19,761 12,991 520 8,761 914
15,000 36,575 7,000 49 100,410 613 192 25,852 30,871 8,951 3,688 251 250 215 735 18,297 1,406 623 8 1,755 10,233 42,000 108 2,634 427 1,922 559 54 | 7.5163 GBP 7.5209 GBP 7.5224 GBP 7.5236 GBP 7.5238 GBP 7.5240 GBP 7.5259 GBP 7.5269 GBP 7.5282 GBP 7.5300 GBP 7.5312 GBP 7.5315 GBP 7.5321 GBP 7.5326 GBP 7.5327 GBP 7.5371 GBP 7.5410 GBP 7.5489 GBP 7.5558 GBP 7.5689 GBP 7.5754 GBP
7.5208 GBP 7.5240 GBP 7.5280 GBP 7.5308 GBP 7.5322 GBP 7.5324 GBP 7.5334 GBP 7.5341 GBP 7.5345 GBP 7.5347 GBP 7.5359 GBP 7.5360 GBP 7.5362 GBP 7.5375 GBP 7.5390 GBP 7.5422 GBP 7.5444 GBP 7.5457 GBP 7.5488 GBP 7.5509 GBP 7.5517 GBP 7.5528 GBP 7.5554 GBP 7.5569 GBP 7.5582 GBP 7.5602 GBP 7.5606 GBP 7.5648 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 |
Ordinary Share |
(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) |
|
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
|
(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
|
| Date of disclosure: | 21 November 2019 |
| Contact name: | Alwyn Basch |
| Telephone number: | 020 7742 7407 |
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.
Related Shares:
Just Eat