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

JPMorgan Securities Plc

19 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:	18 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	1,209,500 5,558,848	3.5102 GBP 3.5100 GBP	3.4511 GBP 3.4560 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	30,660 27,838 4,584 5,492 22,931 4,500,000 10,428 5,938 110,000 215 22,328 575 84,214 11,556 24,000 3,673 12,487 1,566 2,486 7,713 6,208 617 9,438 1,823 3,355 15,186 1,630 1,866 1,576 31,765 18,589 15,432 4,493 3,954 2,706 11,544 5,009 5,957 5,314 8,179	3.4866 GBP 3.4870 GBP 3.4880 GBP 3.5005 GBP 3.5017 GBP 3.4700 GBP 3.4888 GBP 3.4902 GBP 4.4081 GBP 3.5035 GBP 3.5037 GBP 3.5038 GBP 3.4907 GBP 3.4914 GBP 3.4939 GBP 3.4945 GBP 3.4964 GBP 3.4994 GBP 4.4092 GBP 3.4785 GBP 3.4819 GBP 3.4860 GBP 3.4865 GBP 3.4899 GBP 3.4914 GBP 3.4923 GBP 3.4936 GBP 3.4990 GBP 3.4999 GBP 3.5038 GBP 3.4718 GBP 3.4772 GBP 3.4783 GBP 3.4852 GBP 3.4910 GBP 3.4913 GBP 3.4924 GBP 3.4934 GBP 3.4939 GBP 3.5040 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:	19 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