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
|
Smith (DS) plc
|
(c) Name of the party to the offer with which exempt principal trader is connected:
|
Corporate broker to Smith (DS) plc
|
(d) Date dealing undertaken:
|
26 April 2024
|
(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"
|
Yes, International Paper Company
|
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
|
1,455,819
1,882,668
|
3.4200 GBP
3.4230 GBP
|
3.3580 GBP
3.3580 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
|
276,045
1,484
57,143
1,555
482
105,394
813
11,458
3,642
5,899
75
1,301
16,552
2,825
5,041
9,814
4,157
295,662
18,410
200,000
817
735
325
87,260
363
5,764
5,744
265,855
63,440
107
4,309
7,931
5,578
1,356
568
1,369
9,255
8,677
19,704
92
108,947
31,136
|
3.3740 GBP
3.4007 GBP
3.4009 GBP
3.3664 GBP
3.3680 GBP
3.3704 GBP
3.3720 GBP
3.3753 GBP
3.3813 GBP
3.3818 GBP
3.3871 GBP
3.3899 GBP
3.3910 GBP
3.3947 GBP
3.3955 GBP
3.3960 GBP
3.3998 GBP
3.4000 GBP
3.4008 GBP
3.4022 GBP
3.4039 GBP
3.4050 GBP
3.3631 GBP
3.3791 GBP
3.3811 GBP
3.3919 GBP
3.3999 GBP
3.4000 GBP
3.3623 GBP
3.3641 GBP
3.3644 GBP
3.3651 GBP
3.3677 GBP
3.3720 GBP
3.3740 GBP
3.3765 GBP
3.3767 GBP
3.3778 GBP
3.3888 GBP
3.4000 GBP
3.4002 GBP
3.4037 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:
|
29 April 2024
|
Contact name:
|
Natasha Mondon
|
Telephone number:
|
01202 325175
|
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.