3 Jan 2020 14:01
AMENDMENT
INCREASED EQUITY PURCHASES BY 639,059 TO 5,650,633
INCREASED EQUITY SALES BY 2,026,399 TO 5,973,575
ADDED EQUITY SWAP PURCHASES OF 2,585,563
ADDED EQUITY SWAP SALES OF 939,059
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 | Just Eat plc |
(c) Name of the party to the offer with which exempt principal trader is connected: | Financial adviser to Prosus and MIH |
(d) Date dealing undertaken: | 19 December 2019 |
(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, Takeaway.com N.V. |
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 Share
| Purchase
Sale | 5,650,633
5,973,575 | 8.3280 GBP
8.2680 GBP | 7.7920 GBP
7.8460 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 (GBP) |
Ordinary Share | Equity Swap | Long
Short
| 5,000 150,000 100,000 20,000 5,000 72,391 111,981 50,000 3,304 314,559 13,567 80,000 1,514 118,328 865 2,502 42 12,128 54,578 203,491 96,509 16,900 500,000 9,339 301,208 50,892 2,954 100,000 1,894,418 500,000 26,000
500,000 28,198 163,577 200,000 100,000 1,457 2,362 143,000 5,504 1,089 301,559 39,008 65,262 13,611 9,949 22,570 31,830 300,000 47,215 25,000 94,500 5,483 121,700 400,000 400,000 204,000 27,500 46,905 85,000 | 7.8461 7.8496 7.8753 7.8841 7.8986 7.9577 7.9981 8.0032 8.0100 8.0149 8.0246 8.0271 8.0318 8.0332 8.0350 8.0396 8.0440 8.0520 8.0548 8.0878 8.0879 8.0938 8.1076 8.1087 8.1131 8.1196 8.1200 8.1251 8.1283 8.1885 8.2069
7.8891 7.9171 7.9379 7.9773 7.9832 8.0400 8.0497 8.0556 8.0650 8.0668 8.0671 8.1200 8.1229 8.1249 8.1259 8.1281 8.1342 8.1368 8.1442 8.1445 8.1558 8.1567 8.1702 8.1753 8.1757 8.1796 8.1804 8.2084 8.2114 |
(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 |
Ordinary Share |
(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: | 3 January 2020 |
| Contact name: | Alwyn Basch |
| Telephone number: | 020 7742 7407 |
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.