24th Aug 2021 11:29
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 | Wm Morrison Supermarkets plc |
(c) Name of the party to the offer with which exempt principal trader is connected: | Financial adviser to Clayton, Dubilier & Rice, LLC as manager of Clayton, Dubilier & Rice Funds XI |
(d) Date dealing undertaken: | 23 August 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 |
10p ordinary | Purchase
Sale | 5,231,472
6,644,510 | 2.9211 GBP
2.9210 GBP | 2.9040 GBP
2.9050 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 |
10p ordinary | Equity Swap | Decrease Long
Decrease Short
Increase Long
Increase Short
Opening a Long Position
| 289 43,714 16,932 35,571 1,557 32,327 2,356 35,673 1,292 663 2,224 428 25,522 391 43,921 81,721
8,829 20,000 54,290 11,549 74,246 36,804 65,458
730 1,179 7,559 53,734 38,544 5,069 4,708 12,365 19,891 13,895 1,060 1,192 9,674 584,710 156,345
17,755 500,000 29,544 500,000 461,047 5,362 500,000 1,000,000
3,258,290 18,500 | 2.9110 GBP 2.9116 GBP 2.9117 GBP 2.9120 GBP 2.9124 GBP 2.9125 GBP 2.9129 GBP 2.9134 GBP 2.9141 GBP 2.9142 GBP 2.9144 GBP 2.9145 GBP 2.9150 GBP 2.9172 GBP 2.9210 GBP 2.9212 GBP
2.9097 GBP 2.9107 GBP 2.9115 GBP 2.9117 GBP 2.9119 GBP 2.9126 GBP 2.9158 GBP
2.9092 GBP 2.9098 GBP 2.9110 GBP 2.9111 GBP 2.9112 GBP 2.9118 GBP 2.9119 GBP 2.9120 GBP 2.9126 GBP 2.9137 GBP 2.9138 GBP 2.9139 GBP 2.9164 GBP 2.9200 GBP 2.9210 GBP
2.9097 GBP 2.9133 GBP 2.9139 GBP 2.9141 GBP 2.9151 GBP 2.9155 GBP 2.9158 GBP 2.9169 GBP
2.9200 GBP 2.9209 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: | 24 August 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.
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