Form 8.5 (EPT/RI)-Smith (DS) plc

JPMorgan Securities Plc

17 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	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 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"	Yes, 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	2,134,035 1,059,734	3.7048 GBP 3.6990 GBP	3.6600 GBP 3.6579 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	2,870 45,124 5,785 906 1,445 16 1,934 4,608 741 4,604 12,899 4,138 146,150 109,341 9,609 3,896 16,873 57,410 146,150 25,906 60,111 146,150 7,311 8,033 9,828 280 4,741 8,418 3,388 2,150 466 38,400 504,816 2,141 116,526 643,300 5,110 29,747 24,186 200,000	3.6902 GBP 3.6931 GBP 3.6933 GBP 3.6579 GBP 3.6601 GBP 3.6650 GBP 3.6742 GBP 3.6794 GBP 3.6800 GBP 3.6831 GBP 3.6834 GBP 3.6863 GBP 3.6872 GBP 3.6874 GBP 3.6877 GBP 3.6878 GBP 3.6881 GBP 3.6883 GBP 3.6933 GBP 3.6936 GBP 3.6940 GBP 3.6976 GBP 3.6660 GBP 3.6735 GBP 3.6896 GBP 3.6601 GBP 3.6610 GBP 3.6619 GBP 3.6640 GBP 3.6689 GBP 3.6759 GBP 3.6762 GBP 3.6792 GBP 3.6846 GBP 3.6898 GBP 3.6901 GBP 3.6930 GBP 3.6940 GBP 3.6942 GBP 3.7048 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 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 [phone].

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 

END