16th May 2018 10:45
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: | 15 May 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" | 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 | 823,062
2,277,152 | 13.6950
13.6950 | 13.5650
13.5650 |
(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 (GBP) |
Ordinary Shares | Equity Swaps | Long
Short | 506 1,053 635 170 1,135 700,000 1,593 39 47 900,000 1,518 6,969 120 298 101 528 678 271,500 8,660 525 1,589 29 1,652 30,000 913 79 2,221 11,830 3,907 1,529 4,856 751 3,115 22 12,256 500 400 53 8,545 232 8,949 62,599
211 479 300,000 2,923 1,869 1,638 6,420 12,411 4,768 36,856 30,596 74,507 2,032 481 50,000 80 15,102 81 80 9,501 10,146 | 13.5704 13.5799 13.5831 13.5899 13.5940 13.5943 13.5957 13.5971 13.5986 13.6006 13.6022 13.6024 13.6044 13.6051 13.6093 13.6094 13.6096 13.6105 13.6116 13.6118 13.6123 13.6141 13.6149 13.6160 13.6186 13.6211 13.6221 13.6222 13.6239 13.6256 13.6257 13.6302 13.6303 13.6386 13.6450 13.6451 13.6452 13.6798 13.6927 13.6940 13.6947 13.6950
13.5729 13.5740 13.5800 13.6010 13.6045 13.6076 13.6097 13.6106 13.6142 13.6153 13.6160 13.6200 13.6237 13.6246 13.6395 13.6404 13.6450 13.6554 13.6854 13.6951 13.6956 |
(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) |
(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: | 16 May 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:
Sky