30th Oct 2019 10:17
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: | 29 October 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 | 1,326,451
3,183,631 | 7.5660 GBP
7.5600 GBP | 7.4800 GBP
7.4710 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
| 17,991 722 30,017 86,000 44,442 32,365 2,448,482 13,810 15,189 151 2,344 1,435 1,973 1,257 3,175 3,082
178,541 708 10,919 684 2,231 4,450 830 1,300 80,000 297 4,153 4,483 4,412 345 67 415 4,986 368 7,712 11,546 4,468 2,207 1,242 9,153 534 120,000 1,541 43 412,350 2,344 25,000 | 7.4836 GBP 7.4971 GBP 7.4980 GBP 7.5021 GBP 7.5054 GBP 7.5109 GBP 7.5120 GBP 7.5144 GBP 7.5151 GBP 7.5160 GBP 7.5202 GBP 7.5219 GBP 7.5249 GBP 7.5260 GBP 7.5365 GBP 7.5405 GBP
7.4880 GBP 7.4922 GBP 7.4964 GBP 7.4966 GBP 7.4983 GBP 7.5000 GBP 7.5042 GBP 7.5044 GBP 7.5045 GBP 7.5086 GBP 7.5100 GBP 7.5110 GBP 7.5113 GBP 7.5114 GBP 7.5120 GBP 7.5142 GBP 7.5156 GBP 7.5160 GBP 7.5177 GBP 7.5187 GBP 7.5193 GBP 7.5211 GBP 7.5229 GBP 7.5248 GBP 7.5278 GBP 7.5292 GBP 7.5301 GBP 7.5305 GBP 7.5357 GBP 7.5452 GBP 7.5456 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: | 30 October 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