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

JPMorgan Securities Plc

26 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:	25 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	3,662,447 2,909,917	3.7520 GBP 3.7420 GBP	3.6360 GBP 3.6320 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	4,870 82,596 1,999 13,339 178,181 16,324 33,299 7,452 253 25,228 37,400 880,000 1,946 1,033 13,221 1,858 4,060 40,752 4,321 4,464 16,742 17,533 19,487 14,061 3,512 66 123,380 2,871 4,466 3,706 5,418 3,955 6,924 381 53 13,221 226,417	3.6691 GBP 3.7050 GBP 3.6660 GBP 3.6767 GBP 3.6807 GBP 3.6834 GBP 3.6866 GBP 3.7074 GBP 3.7077 GBP 3.6530 GBP 3.6610 GBP 3.6636 GBP 3.6815 GBP 4.6517 GBP 3.6536 GBP 3.6558 GBP 3.6565 GBP 3.6580 GBP 3.6598 GBP 3.6624 GBP 3.6641 GBP 3.6654 GBP 3.6670 GBP 3.6687 GBP 3.6721 GBP 3.6859 GBP 3.7080 GBP 3.6380 GBP 3.6400 GBP 3.6586 GBP 3.6598 GBP 3.6627 GBP 3.6645 GBP 3.6671 GBP 3.6871 GBP 3.6937 GBP 3.7082 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:	26 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