27th May 2021 10:09
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 | Spire Healthcare Group plc |
(c) Name of the party to the offer with which exempt principal trader is connected: | Joint financial advisor and joint corporate broker to SPIRE HEALTHCARE GROUP PLC. |
(d) Date dealing undertaken: | 26 May 2021 |
(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 | Lowest price per unit paid/received |
1p ordinary | Purchase
Sale | 15,636,914
10,852,993 | 2.4901 GBP
2.4750 GBP | 2.3950 GBP
2.3949 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 |
1p ordinary | Equity Swap | Decrease Long
Decrease Short
Increase Long
Increase Short
Opening a Long Position
Opening a Short Position
| 5,131 141,523
9,607 9,607 786 4,869 147 2,577 3,915 7,811 1,292 3,626 34,160 2,734 3,065 24,385
789 25
160 281,224 2,770 34,402 6,964 7,675 69
186,650 55,000
3,731 244,424 3,351,955 1,000,000 35,000 55,000 | 2.4225 GBP 2.4500 GBP
2.3949 GBP 2.3953 GBP 2.4000 GBP 2.4028 GBP 2.4150 GBP 2.4183 GBP 2.4187 GBP 2.4287 GBP 2.4430 GBP 2.4431 GBP 2.4448 GBP 2.4449 GBP 2.4450 GBP 2.4500 GBP
2.4333 GBP 2.4456 GBP
2.4102 GBP 2.4263 GBP 2.4366 GBP 2.4500 GBP 2.4501 GBP 2.4551 GBP 2.4901 GBP
2.4479 GBP 2.4505 GBP
2.3967 GBP 2.3971 GBP 2.3974 GBP 2.3990 GBP 2.4592 GBP 2.4743 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 |
(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: | 27 May 2021 |
| 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:
Spire Healthcare