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

JPMorgan Securities Plc

19 July 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 July 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	2,410,967 2,330,243	4.4557 GBP 4.4539 GBP	4.4070 GBP 4.4060 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	305 4,509 61,914 2,646 1,766 46,846 108,605 4,466 268,903 1,766 2,319 924 761,668 49,020 250,000 345 279 285 14,541 847 19,529 804 900,000 8,208 3,697 12,655 4,913 1,967 41,200 17,153 1,354 229 41,400 1,234 4,903 200,000 391 3,010 400,000	4.4262 GBP 4.4265 GBP 4.4258 GBP 4.4260 GBP 4.4296 GBP 4.4308 GBP 4.4351 GBP 4.4365 GBP 4.4425 GBP 4.4430 GBP 4.4432 GBP 4.4447 GBP 4.4456 GBP 4.4496 GBP 4.4519 GBP 4.4520 GBP 4.4536 GBP 4.4539 GBP 4.4253 GBP 4.4395 GBP 4.4104 GBP 4.4169 GBP 4.4220 GBP 4.4264 GBP 4.4265 GBP 4.4292 GBP 4.4314 GBP 4.4351 GBP 4.4370 GBP 4.4385 GBP 4.4388 GBP 4.4450 GBP 4.4458 GBP 4.4460 GBP 4.4462 GBP 4.4464 GBP 4.4480 GBP 4.4557 GBP 5.7729 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 July 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