AMENDMENT(2(a), 2(b))
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: | Morgan Stanley & Co. International plc |
| (b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Meggitt plc |
| (c) Name of the party to the offer with which exempt principal trader is connected: | Meggitt plc |
| (d) Date dealing undertaken: | 01 July 2022 |
| (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 |
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 |
| 5p ordinary | PURCHASES | 632,155 | 7.9005 GBP | 7.8840 GBP |
| 5p ordinary | SALES | 686,147 | 7.9078 GBP | 7.8820 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 |
| 5p ordinary | CFD | increasing a long position | 740 | 7.8824 GBP |
| 5p ordinary | CFD | increasing a long position | 2,962 | 7.8824 GBP |
| 5p ordinary | CFD | increasing a long position | 43 | 7.8900 GBP |
| 5p ordinary | CFD | increasing a long position | 24,000 | 7.8930 GBP |
| 5p ordinary | CFD | increasing a long position | 335 | 7.8934 GBP |
| 5p ordinary | CFD | increasing a short position | 3,626 | 7.8840 GBP |
| 5p ordinary | CFD | increasing a short position | 1,628 | 7.8840 GBP |
| 5p ordinary | CFD | increasing a short position | 10,000 | 7.8840 GBP |
| 5p ordinary | CFD | increasing a short position | 317 | 7.8867 GBP |
| 5p ordinary | CFD | increasing a short position | 2,074 | 7.8872 GBP |
| 5p ordinary | CFD | increasing a short position | 1,113 | 7.8890 GBP |
| 5p ordinary | CFD | increasing a short position | 30,858 | 7.8900 GBP |
| 5p ordinary | CFD | increasing a short position | 8,197 | 7.8906 GBP |
| 5p ordinary | CFD | increasing a short position | 6,354 | 7.8924 GBP |
| 5p ordinary | CFD | increasing a short position | 5,581 | 7.8943 GBP |
| 5p ordinary | CFD | increasing a short position | 8,830 | 7.8957 GBP |
| 5p ordinary | CFD | increasing a short position | 74,536 | 7.8958 GBP |
| 5p ordinary | CFD | increasing a short position | 9,424 | 7.8960 GBP |
| 5p ordinary | CFD | increasing a short position | 19,932 | 7.8998 GBP |
| 5p ordinary | CFD | increasing a short position | 1,690 | 7.8998 GBP |
| 5p ordinary | CFD | increasing a short position | 2,470 | 7.8998 GBP |
| 5p ordinary | CFD | increasing a short position | 3,439 | 7.8998 GBP |
| 5p ordinary | CFD | increasing a short position | 34,065 | 7.8998 GBP |
| 5p ordinary | CFD | reducing a long position | 2,982 | 7.8856 GBP |
| 5p ordinary | CFD | reducing a long position | 48,581 | 7.8880 GBP |
| 5p ordinary | CFD | reducing a long position | 6,064 | 7.8883 GBP |
| 5p ordinary | CFD | reducing a long position | 335 | 7.8918 GBP |
| 5p ordinary | CFD | reducing a long position | 43 | 7.8975 GBP |
| 5p ordinary | CFD | reducing a short position | 24,154 | 7.8824 GBP |
| 5p ordinary | CFD | reducing a short position | 7,295 | 7.8824 GBP |
| 5p ordinary | CFD | reducing a short position | 63,649 | 7.8824 GBP |
| 5p ordinary | CFD | reducing a short position | 7,032 | 7.8824 GBP |
| 5p ordinary | CFD | reducing a short position | 17,219 | 7.8824 GBP |
| 5p ordinary | CFD | reducing a short position | 32,821 | 7.8824 GBP |
| 5p ordinary | CFD | reducing a short position | 4,588 | 7.8840 GBP |
| 5p ordinary | CFD | reducing a short position | 81 | 7.8894 GBP |
| 5p ordinary | CFD | reducing a short position | 59 | 7.8895 GBP |
| 5p ordinary | CFD | reducing a short position | 34 | 7.8897 GBP |
| 5p ordinary | CFD | reducing a short position | 30,858 | 7.8900 GBP |
| 5p ordinary | CFD | reducing a short position | 78 | 7.8900 GBP |
| 5p ordinary | CFD | reducing a short position | 4 | 7.8900 GBP |
| 5p ordinary | CFD | reducing a short position | 3 | 7.8900 GBP |
| 5p ordinary | CFD | reducing a short position | 74,536 | 7.8902 GBP |
| 5p ordinary | CFD | reducing a short position | 107 | 7.8914 GBP |
| 5p ordinary | CFD | reducing a short position | 397 | 7.8927 GBP |
| 5p ordinary | CFD | reducing a short position | 37 | 7.8927 GBP |
| 5p ordinary | CFD | reducing a short position | 36 | 7.8928 GBP |
| 5p ordinary | CFD | reducing a short position | 594 | 7.8929 GBP |
| 5p ordinary | CFD | reducing a short position | 55 | 7.8930 GBP |
| 5p ordinary | CFD | reducing a short position | 5,151 | 7.8959 GBP |
| 5p ordinary | CFD | reducing a short position | 27,343 | 7.8960 GBP |
| 5p ordinary | CFD | reducing a short position | 188 | 7.9004 GBP |
| 5p ordinary | CFD | reducing a short position | 58 | 7.9020 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 |
| N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
(ii) Exercise
| Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit |
| N/A | N/A | N/A | N/A | N/A |
(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) |
| N/A | N/A | N/A | N/A |
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: | 06 July 2022 |
Contact name: | Craig Horsley |
Telephone number: | +44 141 245-7736 |
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.
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