23rd Jan 2017 09:30
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: | Morgan Stanley & Co. International 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: | 20 JANUARY 2017 |
(e) Has the EPT previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer? | Yes |
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 |
50p ordinary | PURCHASES | 3,109,994 | 10.0149 GBP | 9.9900 GBP |
50p ordinary | SALES | 3,113,741 | 10.0100 GBP | 8.8000 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 |
50p ordinary | CFD | LONG | 1,203 | 9.9849 GBP |
50p ordinary | CFD | LONG | 88,898 | 9.9850 GBP |
50p ordinary | CFD | LONG | 50,265 | 9.9850 GBP |
50p ordinary | CFD | LONG | 7,522 | 9.9850 GBP |
50p ordinary | CFD | LONG | 11,677 | 9.9850 GBP |
50p ordinary | CFD | LONG | 3,622 | 9.9850 GBP |
50p ordinary | CFD | LONG | 18,523 | 9.9850 GBP |
50p ordinary | CFD | LONG | 5,763 | 9.9850 GBP |
50p ordinary | CFD | LONG | 871 | 9.9900 GBP |
50p ordinary | CFD | LONG | 53,690 | 9.9900 GBP |
50p ordinary | CFD | LONG | 20,732 | 9.9950 GBP |
50p ordinary | CFD | LONG | 6,224 | 9.9950 GBP |
50p ordinary | CFD | LONG | 12,862 | 9.9953 GBP |
50p ordinary | CFD | LONG | 12,126 | 9.9957 GBP |
50p ordinary | CFD | LONG | 41,647 | 9.9962 GBP |
50p ordinary | CFD | LONG | 6,843 | 9.9975 GBP |
50p ordinary | CFD | LONG | 9,712 | 9.9975 GBP |
50p ordinary | CFD | LONG | 3,388 | 9.9975 GBP |
50p ordinary | CFD | LONG | 2,700 | 10.0000 GBP |
50p ordinary | CFD | LONG | 11 | 10.0000 GBP |
50p ordinary | CFD | LONG | 703 | 10.0000 GBP |
50p ordinary | CFD | LONG | 2,320 | 10.0000 GBP |
50p ordinary | CFD | LONG | 8,907 | 10.0004 GBP |
50p ordinary | CFD | LONG | 11,825 | 10.0004 GBP |
50p ordinary | CFD | LONG | 61,626 | 10.0008 GBP |
50p ordinary | CFD | LONG | 7,294 | 10.0033 GBP |
50p ordinary | CFD | SHORT | 6,261 | 9.9900 GBP |
50p ordinary | CFD | SHORT | 5,122 | 9.9900 GBP |
50p ordinary | CFD | SHORT | 3,752 | 9.9994 GBP |
50p ordinary | CFD | SHORT | 103,747 | 9.9999 GBP |
50p ordinary | CFD | SHORT | 100,513 | 9.9999 GBP |
50p ordinary | CFD | SHORT | 462 | 10.0000 GBP |
50p ordinary | CFD | SHORT | 140 | 10.0000 GBP |
50p ordinary | CFD | SHORT | 23,054 | 10.0000 GBP |
50p ordinary | CFD | SHORT | 14,480 | 10.0000 GBP |
50p ordinary | CFD | SHORT | 21,395 | 10.0000 GBP |
50p ordinary | CFD | SHORT | 1,279 | 10.0000 GBP |
50p ordinary | CFD | SHORT | 3,250 | 10.0001 GBP |
50p ordinary | CFD | SHORT | 18,914 | 10.0001 GBP |
50p ordinary | CFD | SHORT | 41,449 | 10.0025 GBP |
50p ordinary | CFD | SHORT | 12,514 | 10.0038 GBP |
50p ordinary | CFD | SHORT | 15,829 | 10.0050 GBP |
50p ordinary | CFD | SHORT | 12,181 | 10.0050 GBP |
50p ordinary | CFD | SHORT | 4 | 10.0050 GBP |
50p ordinary | CFD | SHORT | 100,000 | 10.0050 GBP |
50p ordinary | CFD | SHORT | 261,058 | 10.0074 GBP |
50p ordinary | CFD | SHORT | 190,000 | 10.0100 GBP |
50p ordinary | CFD | SHORT | 167,665 | 10.0148 GBP |
50p ordinary | CFD | SHORT | 716 | 10.0149 GBP |
50p ordinary | CFD | SHORT | 657 | 10.0001 GBP |
50p ordinary | CFD | SHORT | 2,859 | 10.0024 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 |
N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
(ii) Exercise
Class of relevant security | Product description e.g. call option | Number of securities | Exercise price per unit |
50p ordinary | CALL | 1,000,000 | 8.8000 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) |
N/A | N/A | N/A | N/A |
The currency of all prices and other monetary amounts should be stated.
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.
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: 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: | 23 JANUARY 2017 |
| Contact name: | Craig Horsley |
| Telephone number: | +44(141) 245 7736 |
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