23rd Jul 2021 12:06
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: | 22 July 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 | 3,088,343
4,441,759 | 2.6791 GBP
2.6790 GBP | 2.6440 GBP
2.6430 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
| 46,866 10 41,524 4,447 170 12 249
50,554 25,001 1,269 71,264 56,547 1,116 9,797 1,462,700 3,703 56,933 8,150 11,985 51,385 12,500 18,601 543 1,800 30,942
4,039 4,971 5,990 60,866 346 28,435 293
1,538 43,881 14,118 2,446 22,402 49,974 16,952 8,113 153,924 6,844 48 8,050 2,752 118,706 | 2.6621 GBP 2.6656 GBP 2.6671 GBP 2.6690 GBP 2.6735 GBP 2.6758 GBP 2.6790 GBP
2.6504 GBP 2.6519 GBP 2.6520 GBP 2.6522 GBP 2.6562 GBP 2.6570 GBP 2.6652 GBP 2.6655 GBP 2.6656 GBP 2.6659 GBP 2.6665 GBP 2.6666 GBP 2.6669 GBP 2.6684 GBP 2.6689 GBP 2.6691 GBP 2.6700 GBP 2.6790 GBP
2.6508 GBP 2.6515 GBP 2.6538 GBP 2.6577 GBP 2.6579 GBP 2.6617 GBP 2.6718 GBP
2.6450 GBP 2.6532 GBP 2.6535 GBP 2.6540 GBP 2.6581 GBP 2.6595 GBP 2.6608 GBP 2.6610 GBP 2.6639 GBP 2.6662 GBP 2.6713 GBP 2.6751 GBP 2.6790 GBP 2.6791 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: | 23 July 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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