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: | 25 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 | 6,399,418
6,479,799 | 3.4720 GBP
3.4680 GBP | 3.2930 GBP
3.2920 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
| 1,200 12,740 232,547 77,771 4,559 56,362
35,538 10 360,000 131,878 17,369 70,476 6,139 37,187 24,413 400 7,325 1,293 80,000 117,497 10,153 10,159 34,998 5,782 8,815
19,332 5,873 81,317 780,264 15,828 3,414
2,449 131,618 20,000 865 4,475 57,355 1,455 24,952 2,492 15,750 109,541 66,988 5,518 26,235 13,275 14,687 81,800 120,000 24,615 32,019 611 700,000 | 3.3161 GBP 3.3537 GBP 3.4000 GBP 3.4005 GBP 3.4007 GBP 3.4094 GBP
3.3130 GBP 3.3539 GBP 3.3680 GBP 3.3945 GBP 3.3965 GBP 3.4000 GBP 3.4059 GBP 3.4063 GBP 3.4097 GBP 3.4151 GBP 3.4169 GBP 3.4200 GBP 3.4222 GBP 3.4231 GBP 3.4245 GBP 3.4254 GBP 3.4285 GBP 3.4315 GBP 3.4322 GBP
3.3494 GBP 3.3668 GBP 3.3927 GBP 3.4000 GBP 3.4153 GBP 3.4177 GBP
3.3064 GBP 3.3112 GBP 3.3140 GBP 3.3150 GBP 3.3453 GBP 3.3459 GBP 3.3508 GBP 3.3783 GBP 3.3941 GBP 3.3951 GBP 3.4000 GBP 3.4002 GBP 3.4006 GBP 3.4007 GBP 3.4011 GBP 3.4075 GBP 3.4171 GBP 3.4184 GBP 3.4332 GBP 3.4456 GBP 3.4558 GBP 4.2049 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: | 26 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.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
