Form 8.5 (EPT/RI)-Keywords Studios plc

JPMorgan Securities Plc
31 May 2024
 

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

Keywords Studios plc

(c) Name of the party to the offer with which exempt principal trader is connected:

Financial Advisor to EQT Group

(d) Date dealing undertaken:

30 May 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"

N/A

 

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

1p ordinary

Purchase

 

Sale

54,297

 

47,464

22.5000 GBP

 

22.5000 GBP

22.3200 GBP

 

22.3000 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

1p ordinary

Equity Swap

Decrease Long

 

 

Decrease Short

 

 

 

 

 

 

 

 

 

 

 

 

Increase Long

 

 

 

 

 

 

 

Increase Short

 

 

 

 

 

 

600

1,599

 

125

1,187

1,000

13

12

600

399

2,171

200

591

406

4,187

 

11

1,154

2,127

494

150

1,995

974

 

355

1,191

8,443

8,301

13

50

4,187

22.3401 GBP

22.3795 GBP

 

22.3193 GBP

22.3283 GBP

22.3400 GBP

22.3432 GBP

22.3500 GBP

22.3510 GBP

22.3637 GBP

22.3738 GBP

22.3797 GBP

22.3915 GBP

22.4087 GBP

22.5000 GBP

 

22.3190 GBP

22.3193 GBP

22.3663 GBP

22.3789 GBP

22.3790 GBP

22.4219 GBP

22.4220 GBP

 

22.3200 GBP

22.3211 GBP

22.3298 GBP

22.3322 GBP

22.3432 GBP

22.3600 GBP

22.5000 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:

31 May 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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