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

JPMorgan Securities Plc

30 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:	29 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	2,849,524 2,907,605	3.7400 GBP 3.7160 GBP	3.6911 GBP 3.6860 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	6,865 860,000 3,398 16,879 400,000 176 327,800 57,613 124,834 2,401 1,000,000 1,555 5,533 17,564 8,218 4,125 4,742 8,897 41,401 26,585 2,668 10,755 2,804 352 5,549 3,620 705 3,266 4,586 31,524 62,895 22,836 218	3.6986 GBP 3.6942 GBP 3.6981 GBP 3.6991 GBP 3.7003 GBP 3.6967 GBP 3.6978 GBP 3.7007 GBP 3.7058 GBP 3.7111 GBP 3.7400 GBP 3.6940 GBP 3.6964 GBP 3.6980 GBP 3.6983 GBP 3.6984 GBP 3.6992 GBP 3.6997 GBP 3.7004 GBP 3.7016 GBP 3.7027 GBP 3.7030 GBP 3.7113 GBP 3.7120 GBP 3.6927 GBP 3.6941 GBP 3.6943 GBP 3.6960 GBP 3.6976 GBP 3.6978 GBP 3.6982 GBP 3.6985 GBP 3.6986 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:	30 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