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

JPMorgan Securities Plc

10 June 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:	7 June 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	2,843,212 1,914,422	3.7420 GBP 3.7440 GBP	3.7040 GBP 3.7034 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 Short Increase Long Increase Short Opening a Long Position Opening a Short Position	129 1,050,000 28,999 608 2,613 4,092 217 2,163 10,719 206 36,870 37,200 126 42,309 139 922 1,356 3,928 440 20 1,079 1,550 1,356 2,712 2,280 1,821 4,755 1,008 1,777,480 4,474 26,962 786 2,184 695 1,341 1,050 3,157	3.7176 GBP 3.7222 GBP 3.7261 GBP 3.7316 GBP 3.7034 GBP 3.7035 GBP 3.7078 GBP 3.7041 GBP 3.7044 GBP 3.7241 GBP 3.7242 GBP 3.7280 GBP 3.7038 GBP 3.7040 GBP 3.7189 GBP 3.7229 GBP 3.7230 GBP 3.7270 GBP 3.7279 GBP 3.7319 GBP 3.7320 GBP 3.7332 GBP 3.7340 GBP 3.7153 GBP 3.7182 GBP 3.7201 GBP 3.7210 GBP 3.7223 GBP 3.7240 GBP 3.7281 GBP 3.7291 GBP 3.7301 GBP 3.7302 GBP 3.7305 GBP 3.7327 GBP 3.7336 GBP 3.7344 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:	10 June 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