22nd Dec 2016 18:12
AMENDMENT
INCREASED EQUITY PURCHASES BY 2,071,980 TO 3,708,321
ADDED EQUITY SWAP SALES OF 2,371,980
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 | Sky PLC |
(c) Name of the party to the offer with which exempt principal trader is connected: | Twenty-First Century Fox, Inc |
(d) Date dealing undertaken: | 16 December 2016 |
(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" | N/A
|
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 | 3,708,321
2,351,008 | 9.9500
9.9400 | 9.8520
9.8482 |
(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
Call Option | Long
Short
Long | 36,362 347 30,638 978 694 24,019 4,386 11,888 6,640 500,000 10,234 16,186 500,000 7,746 243 972 15,427 407 1,000
60,000 230,294 1,298 186 7,790 1,429 376 908 6,524 780 9,154 130,900 3,558 905 7,600 159,236 1,761 300,446 26,518 3,445 870 1,151 303 95,000 1,425,000 300,000 314,086
80,000 | 9.8471 GBP 9.8482 GBP 9.8501 GBP 9.8511 GBP 9.8593 GBP 9.8612 GBP 9.8719 GBP 9.8737 GBP 9.8786 GBP 9.8802 GBP 9.8826 GBP 9.8827 GBP 9.8876 GBP 9.8896 GBP 9.8897 GBP 9.8930 GBP 9.8950 GBP 9.8995 GBP 9.9097 GBP
9.8566 GBP 9.8592 GBP 9.8596 GBP 9.8610 GBP 9.8842 GBP 9.8891 GBP 9.8902 GBP 9.8974 GBP 9.8975 GBP 9.8978 GBP 9.8979 GBP 9.8983 GBP 9.8989 GBP 9.8991 GBP 9.9036 GBP 9.9079 GBP 9.9097 GBP 9.9098 GBP 9.9116 GBP 9.9121 GBP 9.9122 GBP 9.9173 GBP 9.9185 GBP 9.9296 GBP 9.9500 GBP 12.3714 USD 12.3830 USD
9.600 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 (GBP) | Type e.g. American, European etc. | Expiry date | Option money paid/ received per unit (GBP) |
Ordinary Shares |
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(ii) Exercise
Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit (GBP) |
Ordinary Shares | Call Option
Call Option | Exercising
Exercising | 12,000
249,000 | 8.6000
8.4000 |
(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) |
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(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: | 22 December 2016 |
| Contact name: | Tung 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:
Sky