Last checked at 25 Mar 2024 15:12
AMENDMENT
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 | Direct Line Insurance Group plc |
(c) Name of the party to the offer with which exempt principal trader is connected: | Financial Adviser to Direct Line Insurance Group plc |
(d) Date dealing undertaken: | 21 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" | Yes, Ageas SA/NV |
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 |
Ordinary 10 10/11p | Purchase
Sale | 2,292,411
2,003,820 | 2.1592 GBP
2.1822 GBP | 2.0587 GBP
2.0508 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 |
Ordinary 10 10/11p | Equity Swap | Decrease Long
Decrease Short
Increase Long
Increase Short | 1,786 1,950
173,933 3,195 20,355 38,447 142,525 80,688 65,567 9,659 66,454 583 4,305 11,883 14,492 14,931 24,965 388 5,000 4,082 881 200,407 1,523
22,116 86
84,888 100,000 1,046 441,074 100,000 310,208 326 20,696 59,567 1,762 7,574 34,520 6,524 4,675 1,000 22,200 3,763 19,541 71,770 1,523 | 2.1104 GBP 2.1593 GBP
2.0508 GBP 2.0820 GBP 2.1027 GBP 2.1122 GBP 2.1169 GBP 2.1170 GBP 2.1195 GBP 2.1197 GBP 2.1208 GBP 2.1248 GBP 2.1275 GBP 2.1291 GBP 2.1331 GBP 2.1349 GBP 2.1382 GBP 2.1450 GBP 2.1478 GBP 2.1483 GBP 2.1569 GBP 2.1576 GBP 2.1584 GBP
2.1193 GBP 2.1309 GBP
2.0587 GBP 2.0771 GBP 2.1120 GBP 2.1137 GBP 2.1161 GBP 2.1170 GBP 2.1183 GBP 2.1185 GBP 2.1202 GBP 2.1209 GBP 2.1210 GBP 2.1217 GBP 2.1221 GBP 2.1241 GBP 2.1271 GBP 2.1296 GBP 2.1310 GBP 2.1315 GBP 2.1357 GBP 2.1586 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: | 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.