Source - RNS
RNS Number : 4723X
Nomura Holdings, Inc
10 August 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:

09 August 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:

440,695

0.056

667,670

0.085

(2) Cash-settled derivatives:

 

667,670

0.085

227,000

0.029

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

0

0.000

106,200

0.014

 

     TOTAL:

1,108,365

0.141

1,000,870

0.128

 

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

158,700

4747.9219

4740.7123

Ordinary

Purchase

48,700

4753.0000

4732.0000

Ordinary

Sale

202,400

4746.1080

4738.1095

Ordinary

Sale

56,100

4747.0000

4731.0000

 

 (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

10,700

4738.2991

Ordinary shares

Swap

Long

31,700

4742.4504

Ordinary shares

Swap

Long

4,100

4743.1110

Ordinary shares

Swap

Long

11,100

4743.3784

Ordinary shares

Swap

Long

5,500

4743.5000

Ordinary shares

Swap

Long

95,000

4743.6084

Ordinary shares

Swap

Long

5,700

4743.8158

Ordinary shares

Swap

Long

29,300

4743.9113

Ordinary shares

Swap

Long

5,000

4744.5020

Ordinary shares

Swap

Long

4,200

4746.0476

Ordinary shares

Swap

Long

100

4746.8200

Ordinary shares

Swap

Short

4,400

4740.5227

Ordinary shares

Swap

Short

6,700

4741.4925

Ordinary shares

Swap

Short

87,700

4742.9076

Ordinary shares

Swap

Short

8,600

4742.9314

Ordinary shares

Swap

Short

1,000

4742.9871

Ordinary shares

Swap

Short

11,100

4743.4198

Ordinary shares

Swap

Short

4,500

4743.4778

Ordinary shares

Swap

Short

25,000

4743.8280

Ordinary shares

Swap

Short

9,700

4747.7320

                                                                                                                       

(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:

10 August  2018

Contact name:

Kyere Tabiri

Telephone number:

020 7102 1267

 

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.


http://www.rns-pdf.londonstockexchange.com/rns/4723X_1-2018-8-10.pdf
http://www.rns-pdf.londonstockexchange.com/rns/4723X_2-2018-8-10.pdf


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