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: | 16 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, Mondi plc & 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 | 8,615,556
5,236,761 | 4.0500 GBP
4.1020 GBP | 3.9340 GBP
3.9319 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
Opening a Long Position
Opening a Short Position
| 27,594 4 87,594 1,117 5,190 1 2,052,120
8,000 183,656 40,009 76,818 12,614 1,961 149,849 153 200,000 23,921 9,699 559,331 77,468 24,444 3,681 1,163 45,200
21 13,875 722,068 72,882 80,964 142,901 5 9,311
112,872 35,000 1,080,000 2,437 15,261 1,927,264 2,274 200,000 500,000 50,000 84,600 100,000 58,886 9,985
239,939 52,295 11,690 8,315 112,059 10,482
178,974 166,741 125,056 35,763 35,421 11,378 11,932 48,489 | 3.9364 GBP 3.9518 GBP 3.9539 GBP 3.9715 GBP 3.9857 GBP 4.0104 GBP 4.0151 GBP
3.9322 GBP 3.9357 GBP 3.9368 GBP 3.9520 GBP 3.9523 GBP 3.9559 GBP 3.9641 GBP 3.9750 GBP 3.9753 GBP 3.9776 GBP 3.9960 GBP 3.9969 GBP 3.9992 GBP 4.0077 GBP 4.0198 GBP 4.0239 GBP 4.0379 GBP
3.9333 GBP 3.9340 GBP 3.9621 GBP 3.9752 GBP 4.0124 GBP 4.0211 GBP 4.0239 GBP 4.0960 GBP
3.9382 GBP 3.9469 GBP 3.9529 GBP 3.9667 GBP 3.9784 GBP 3.9832 GBP 3.9840 GBP 3.9843 GBP 3.9865 GBP 3.9868 GBP 4.0033 GBP 4.0100 GBP 4.0128 GBP 4.0233 GBP
3.9340 GBP 4.0132 GBP 4.0199 GBP 4.0225 GBP 4.0232 GBP 4.0258 GBP
3.9325 GBP 3.9340 GBP 3.9342 GBP 3.9447 GBP 3.9593 GBP 3.9832 GBP 3.9837 GBP 4.0223 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: | 17 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.
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