11th Jul 2018 10:23
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 | Shire plc |
(c) Name of the party to the offer with which exempt principal trader is connected: | Joint Financial Adviser to Takeda Pharmaceutical Company Limited |
(d) Date dealing undertaken: | 10 July 2018 |
(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, Takeda Pharmaceutical Company Limited
|
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 (GBP) | Lowest price per unit paid/received (GBP)
|
Ordinary Shares | Purchases
Sales | 1,402,701
1,443,209 | 43.4950
43.4950 | 42.9400
42.9400 |
(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 Shares | Equity Swaps
| Long
Short
| 160 390 3 1,437 1,833 947 430 11,737 6,631 219 2,411 1,795 34,756 2,137 419 2,726 200,000 5,000 5,359 6,430 13,067 172
65 10,184 390 4,615 10,332 6,428 716 1,018 219 1,783 3,518 46,141 2,688 4,356 1,456 6,417 1,139 956 75,000 | 42.9398 GBP 43.0023 GBP 43.0100 GBP 43.0741 GBP 43.1140 GBP 43.1262 GBP 43.1276 GBP 43.1397 GBP 43.1419 GBP 43.1437 GBP 43.1558 GBP 43.1651 GBP 43.1688 GBP 43.1751 GBP 43.1771 GBP 43.1830 GBP 43.1935 GBP 43.2346 GBP 43.2494 GBP 43.2506 GBP 43.2510 GBP 43.4938 GBP
43.0100 GBP 43.0119 GBP 43.0164 GBP 43.0876 GBP 43.1746 GBP 43.1913 GBP 43.2093 GBP 43.2117 GBP 43.2238 GBP 43.2349 GBP 43.2475 GBP 43.2699 GBP 43.2724 GBP 43.2769 GBP 43.2809 GBP 43.3015 GBP 43.3428 GBP 43.3957 GBP 57.4126 USD |
(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 (GBP) | Type e.g. American, European etc. | Expiry date | Option money paid/ received per unit (GBP) |
Ordinary Shares | Call Option | Selling | 25,000 | 48.00 | American | 21/09/2018 | 0.19 |
(ii) Exercise
Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit (GBP) |
(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) (GBP) |
|
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: | 11 July 2018 |
| 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:
Shire