14th Jul 2021 10:35
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: | 13 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 | 4,676,913
4,113,332 | 2.6650 GBP
2.6680 GBP | 2.6420 GBP
2.6420 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
Opening a Short Position
| 9,092 12,441 285 151 879 1,208 50,840 267,062 860 17,904 59,343
83 49,082 285,736 1 79 231,411 58,689 46 501
7,629 46,233 25,109 92,420 21,000 388
486,425 100,000 24,000 61,762 50,000 75,000 16,504 75,001 90,897 15,948
168 324 17,400 2,564 5,878 36,189 45,453
3,361 5,162 10,158 8,521 13,525 20,315 168 28,540 578 22,678 18,239 4,222 2,982 | 2.6420 GBP 2.6433 GBP 2.6448 GBP 2.6450 GBP 2.6481 GBP 2.6486 GBP 2.6488 GBP 2.6491 GBP 2.6506 GBP 2.6510 GBP 2.6532 GBP
2.6417 GBP 2.6453 GBP 2.6479 GBP 2.6497 GBP 2.6504 GBP 2.6516 GBP 2.6555 GBP 2.6560 GBP 2.6597 GBP
2.6420 GBP 2.6500 GBP 2.6501 GBP 2.6532 GBP 2.6541 GBP 2.6580 GBP
2.6423 GBP 2.6453 GBP 2.6469 GBP 2.6479 GBP 2.6503 GBP 2.6517 GBP 2.6518 GBP 2.6520 GBP 2.6524 GBP 2.6544 GBP
2.6420 GBP 2.6510 GBP 2.6513 GBP 2.6531 GBP 2.6533 GBP 2.6535 GBP 2.6548 GBP
2.6420 GBP 2.6421 GBP 2.6478 GBP 2.6498 GBP 2.6510 GBP 2.6519 GBP 2.6530 GBP 2.6531 GBP 2.6541 GBP 2.6543 GBP 2.6546 GBP 2.6548 GBP 2.6556 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: | 14 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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