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 |
Virgin Money UK plc |
(c) Name of the party to the offer with which exempt principal trader is connected: |
Joint financial adviser and joint corporate broker to Virgin Money UK plc |
(d) Date dealing undertaken: |
22 March 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" |
N/A |
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 |
8,738,711
3,130,908 |
2.1350 GBP
2.1325 GBP |
2.1270 GBP
2.1283 GBP |
Class of relevant security |
Purchases/ sales
|
Total number of securities |
Highest price per unit paid/received |
Lowest price per unit paid/received |
CDI |
Purchase
Sale |
-
- |
-
- |
-
- |
(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 Short Position |
99 28,506 136,655 10,748 1,185,135
2 724 292 306 37,252 83,299 232,358 112,974 32,827
19,597
143,503 25,344 20 116,947 80,060 345,425 585,269 4,177 1,474,207 7 68 2,500,000
247,376 |
2.1290 GBP 2.1296 GBP 2.1298 GBP 2.1302 GBP 2.1350 GBP
2.1284 GBP 2.1288 GBP 2.1289 GBP 2.1290 GBP 2.1294 GBP 2.1295 GBP 2.1296 GBP 2.1297 GBP 2.1320 GBP
2.1291 GBP
2.1290 GBP 2.1292 GBP 2.1293 GBP 2.1299 GBP 2.1301 GBP 2.1302 GBP 2.1303 GBP 2.1304 GBP 2.1305 GBP 2.1307 GBP 2.1322 GBP 2.1335 GBP
2.1290 GBP |
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 |
CDI |
Equity Swap
|
- |
- |
- |
(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: |
25 March 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 +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.