Source - RNS
RNS Number : 0406L
Nomura Holdings, Inc
16 April 2018
 

FORM 8.4 (DD)

 

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)

Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

(a) Full name of discloser:

Nomura Holdings Inc.

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

     The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.

NA

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

     Use a separate form for each offeror/offeree

Takeda Pharmaceutical Company Limited

(d) Status of person making the disclosure:

     e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)

Joint Financial Advisor to Takeda Pharmaceutical Company Limited

(e) Date dealing undertaken:

13 April 2018

(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

     If it is a cash offer or possible cash offer, state "N/A"

YES / NO / N/A

If YES, specify which: NO

 

2.         POSITIONS OF THE PERSON MAKING THE DISCLOSURE

 

If there are positions or rights to subscribe to disclose      in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.                          

 

(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing

 

Class of relevant security: JP3463000004

                                                                                                                                                                                                              

Ordinary shares

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

303,278

0.039%

25,500

0.003%

(2) Cash-settled derivatives:

 

25,500

0.003%

164,300

0.021%

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

 -

 -

38,100

0.005%

 

     TOTAL:

328,778

0.042%

227,900

0.029%

 

All interests and all short positions should be disclosed.

 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

(b)        Rights to subscribe for new securities (including directors' and other employee options)

 

Class of relevant security in relation to which subscription right exists:

Nil

Details, including nature of the rights concerned and relevant percentages:

Nil

 

3.         DEALINGS BY THE PERSON MAKING THE DISCLOSURE

 

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(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

 

(i)         Party to an offer or person acting in concert (except for a principal trader in the same group as a connected adviser)

 

Class of relevant security

Purchase/sale

 

Number of securities

Price per unit


 

 



 

(ii)        Principal trader where the sole reason for the connection is that the principal trader is in the same group as a connected adviser

 

Class of relevant security

Purchases/ sales

 

Total number of securities

Highest price per unit paid/received

Lowest price per unit paid/received

Ordinary

Purchase

10,000

4979.0000

4911.0000

Ordinary

Purchase

334,300

4968.2222

4932.5723

Ordinary

Sale

20,400

4987.0000

4911.0000

Ordinary

Sale

436,400

4969.6793

4928.3029

 

 (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

Ordinary shares

Swap

Long

300

4928.5000

Ordinary shares

Swap

Long

3,000

4929.7267

Ordinary shares

Swap

Long

1,700

4930.9235

Ordinary shares

Swap

Long

131,200

4947.5556

Ordinary shares

Swap

Long

6,200

4949.9274

Ordinary shares

Swap

Long

179,400

4950.3082

Ordinary shares

Swap

Long

2,400

4951.7917

Ordinary shares

Swap

Long

99,300

4958.0493

Ordinary shares

Swap

Long

11,600

4967.7207

Ordinary shares

Swap

Long

1,300

4970.0769

Ordinary shares

Swap

Short

800

4932.3750

Ordinary shares

Swap

Short

400

4935.2500

Ordinary shares

Swap

Short

27,400

4937.8358

Ordinary shares

Swap

Short

110,700

4939.3189

Ordinary shares

Swap

Short

9,500

4943.1242

Ordinary shares

Swap

Short

2,000

4944.3900

Ordinary shares

Swap

Short

123,900

4948.7546

Ordinary shares

Swap

Short

40,400

4954.8639

Ordinary shares

Swap

Short

19,200

4968.0234

 

(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)


 

 



 

 

4.         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 party to the offer or person acting in concert making the disclosure and any other person:

Irrevocable commitments and letters of intent should not be included.  If there are no such agreements, arrangements or understandings, state "none"

 

NA

 

 

(b)        Agreements, arrangements or understandings relating to options or derivatives

 

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer or person acting in concert 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"

 

NA

 

 

(c)        Attachments

 

Are any Supplemental Forms attached?

 

Supplemental Form 8 (Open Positions)

YES

Supplemental Form 8 (SBL)

YES

 

 

Date of disclosure:

16 April 2018

Contact name:

Ryuzo Motomura

Telephone number:

020 7102 0110

 

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.

 

 

Click on, or paste the following link into your web browser, to view the associated PDF document.

http://www.rns-pdf.londonstockexchange.com/rns/0406L_-2018-4-16.pdf

http://www.rns-pdf.londonstockexchange.com/rns/0406L_1-2018-4-16.pdf


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