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: | UBS Investment Bank, London |
| (b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Virgin Money UK plc |
| (c) Name of the party to the offer with which exempt principal trader is connected: | Nationwide Building Society |
| (d) Date dealing undertaken: | 24 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" | NO
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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 | Buy
| 1738695 | 2.14604 GBP | 2.13799 GBP |
| 10p ordinary | Sell
| 262964 | 2.14604 GBP | 2.13898 GBP |
| CDI | Buy
| 338161 | 4.10000 AUD | 4.09000 AUD |
| CDI | Sell
| 338161 | 4.10000 AUD | 4.09000 AUD |
(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 | CFD
| Long | 9390 | 2.14029392971246 GBP |
| 10p ordinary | CFD
| Long | 2589 | 2.143713 GBP |
| 10p ordinary | CFD
| Long | 2820 | 2.141183 GBP |
| 10p ordinary | CFD
| Long | 15129 | 2.140016 GBP |
| 10p ordinary | CFD
| Long | 3270 | 2.14270825661774 GBP |
| 10p ordinary | CFD
| Long | 6187 | 2.142 GBP |
| 10p ordinary | CFD
| Long | 3019 | 2.14184432 GBP |
| 10p ordinary | CFD
| Long | 6 | 2.143333 GBP |
| 10p ordinary | CFD
| Long | 32 | 2.14211185 GBP |
| 10p ordinary | CFD
| Long | 887 | 2.14179255918828 GBP |
| 10p ordinary | CFD
| Long | 375 | 2.14029333333333 GBP |
| 10p ordinary | CFD
| Long | 199 | 2.13899497487437 GBP |
| 10p ordinary | CFD
| Long | 1423 | 2.14595924104006 GBP |
| 10p ordinary | CFD
| Long | 1583 | 2.139898 GBP |
| 10p ordinary | CFD
| Long | 39782 | 2.139899 GBP |
| 10p ordinary | CFD
| Long | 151 | 2.1417880794702 GBP |
| 10p ordinary | CFD
| Long | 3965 | 2.1431480047995 GBP |
| 10p ordinary | CFD
| Long | 18027 | 2.14582359793643 GBP |
| 10p ordinary | CFD
| Long | 17117 | 2.1452173272355 GBP |
| 10p ordinary | CFD
| Long | 66093 | 2.146 GBP |
| 10p ordinary | CFD
| Long | 35811 | 2.14595906285778 GBP |
| 10p ordinary | CFD
| Long | 5025 | 2.13897910447761 GBP |
| 10p ordinary | CFD
| Long | 22357 | 2.14179809455651 GBP |
| 10p ordinary | CFD
| Long | 837 | 2.14195466660693 GBP |
| 10p ordinary | CFD
| Short | 1562164 | 2.146 GBP |
| 10p ordinary | CFD
| Short | 9142 | 2.14342857142857 GBP |
| 10p ordinary | CFD
| Short | 4056 | 2.14212551577909 GBP |
| 10p ordinary | CFD
| Short | 2742 | 2.142539 GBP |
| 10p ordinary | CFD
| Short | 53 | 2.142 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 |
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(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) |
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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 " |
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None
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(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" |
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None |
Date of disclosure: | 25 April 2024 |
Contact name: | Richard Howard |
Telephone number: | +44 (0)207 568 9128 |
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk
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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