Form8.5(EPT/NON-RI)Capital&Counties Properties plc

FORM 8.5 (EPT/NON-RI)

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN

EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY ("RI") STATUS

(OR WHERE RI STATUS IS NOT APPLICABLE)

Rule 8.5 of the Takeover Code (the "Code")

1.

KEY INFORMATION

(a)

Name of exempt principal trader:

BARCLAYS CAPITAL SECURITIES LTD

(b)

Name of offeror/offeree in relation to whose

CAPITAL & COUNTIES PROPERTIES PLC

relevant securities this form relates:

(c)

Name of the party to the offer with which exempt

Capital & Counties Properties plc

principal trader is connected

(d)

Date position held/dealing undertaken:

27 October 2022

(e)

In addition to the company in 1(b) above, is the exempt principal

YES:

trader making disclosures in respect of any other party to the offer?

SHAFTESBURY PLC

2.

POSITIONS OF THE EXEMPT PRINCIPAL TRADER

(a)

Interests and short positions in the relevant securities of the offeror or offeree

to which the disclosure relates following the dealing (if any)

Class of relevant security:

25p ordinary

Interests

Short Positions

Number

(%)

Number

(%)

(1)

Relevant securities owned

and/or controlled:

9,643,438

1.13%

3,613,105

0.42%

(2)

Cash-settled derivatives:

4,044,034

0.48%

9,689,878

1.14%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

0

0.00%

0

0.00%

TOTAL:

13,687,472

1.61%

13,302,983

1.56%

(b)

Rights to subscribe for new securities (including directors and other executive

options)

Class of relevant security in relation to

which subscription right exists

Details, including nature of the rights

concerned and relevant percentages:

3.

DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER

(a)

Purchases and sales

Class of relevant

Purchase/sale

Total number of

Highest price per unit

Lowest price per unit

security

securities

paid/received

paid/received

25p ordinary

Purchase

491,234

1.0870 GBP

1.0652 GBP

25p ordinary

Sale

278,188

1.0880 GBP

1.071 GBP

(b)

Cash-settled derivative transactions

Class of

Product

Nature of dealing

Number of

Price per

relevant

description

reference

unit

security

securities

25p ordinary

 SWAP

Decreasing Long

6,710

22.4493 ZAR

25p ordinary

 SWAP

Decreasing Long

10,811

22.6356 ZAR

25p ordinary

 SWAP

Decreasing Long

244,187

22.5623 ZAR

25p ordinary

 SWAP

Decreasing Short

76

1.0858 GBP

25p ordinary

 SWAP

Decreasing Short

10,811

22.6356 ZAR

25p ordinary

 SWAP

Increasing Long

12,938

1.0708 GBP

25p ordinary

 SWAP

Increasing Long

31,545

1.0710 GBP

25p ordinary

 SWAP

Increasing Long

34,381

1.0793 GBP

25p ordinary

 SWAP

Increasing Long

52,663

1.0652 GBP

25p ordinary

 SWAP

Increasing Long

57,791

1.0799 GBP

25p ordinary

 SWAP

Increasing Long

80,813

1.0746 GBP

25p ordinary

 SWAP

Increasing Short

500

1.0731 GBP

25p ordinary

 CFD

Increasing Short

708

1.0710 GBP

25p ordinary

 CFD

Increasing Short

708

1.0652 GBP

25p ordinary

 SWAP

Increasing Short

775

1.0737 GBP

25p ordinary

 SWAP

Increasing Short

1,563

22.4770 ZAR

25p ordinary

 CFD

Increasing Short

2,139

22.5945 ZAR

25p ordinary

 CFD

Increasing Short

2,608

1.0738 GBP

25p ordinary

 SWAP

Increasing Short

2,760

22.6600 ZAR

25p ordinary

 CFD

Increasing Short

5,268

1.0773 GBP

25p ordinary

 CFD

Increasing Short

6,710

22.4560 ZAR

25p ordinary

 CFD

Increasing Short

17,004

22.6773 ZAR

25p ordinary

 CFD

Increasing Short

20,426

1.0710 GBP

25p ordinary

 SWAP

Increasing Short

21,219

1.0750 GBP

25p ordinary

 CFD

Increasing Short

23,538

22.1849 ZAR

25p ordinary

 SWAP

Increasing Short

24,000

1.0802 GBP

25p ordinary

 SWAP

Increasing Short

24,451

1.0723 GBP

25p ordinary

 CFD

Increasing Short

242,688

1.0802 GBP

25p ordinary

 CFD

Increasing Short

244,187

22.5555 ZAR

25p ordinary

 SWAP

Opening Long

1,563

22.4770 ZAR

25p ordinary

 SWAP

Opening Long

2,760

22.6600 ZAR

(c)

Stock-settled derivative transactions (including options)

(i)

Writing, selling, purchasing or varying

Class

Product

Writing,

Number

Exercise

Type

Expiry

Option

of

description

purchasing,

of

price

date

money

relevant

selling,

securities

per unit

paid/

security

varying etc

to which

received

option

per unit

relates

(ii)

Exercising

Class of relevant

Product description

Exercising/ exercised against

Number of

Exercise price per

security

securities

unit

(d)

Other dealings (including subscribing for new securities)

Class of relevant

Nature of Dealings

Details

Price per unit (if

security

applicable)

4.

OTHER INFORMATION

(a)

Indemnity and other dealings 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:

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 of future acquisition or disposal of any relevant securities to which

any derivative is referenced:

NONE

(c)

Attachments

Is a Supplemental Form 8 (Open Positions) attached?

NO

Date of disclosure:

28 Oct 2022

Contact name:

Large Holdings Regulatory Operations

Telephone number:

020 3134 7213