2 Jan 2020 11:49
AMENDMENT Section 2(a) & 2(b)
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: | Morgan Stanley & Co. International 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: | Prosus N.V. |
(d) Date dealing undertaken: | 30 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 |
1p ordinary | PURCHASES | 2,391,140 | 8.4040 GBP | 8.2100 GBP |
1p ordinary | SALES | 985,044 | 8.4140 GBP | 8.2100 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 |
1p ordinary | CFD | LONG | 7,088 | 8.2430 GBP |
1p ordinary | CFD | LONG | 87,615 | 8.3688 GBP |
1p ordinary | CFD | LONG | 1,000 | 8.3706 GBP |
1p ordinary | CFD | LONG | 20,000 | 8.3706 GBP |
1p ordinary | CFD | LONG | 5,853 | 8.3737 GBP |
1p ordinary | CFD | LONG | 101,321 | 8.3754 GBP |
1p ordinary | CFD | LONG | 55,977 | 8.3754 GBP |
1p ordinary | CFD | LONG | 46,897 | 8.3754 GBP |
1p ordinary | CFD | LONG | 25,805 | 8.3754 GBP |
1p ordinary | CFD | LONG | 50,000 | 8.3801 GBP |
1p ordinary | CFD | LONG | 11,200 | 8.3809 GBP |
1p ordinary | CFD | LONG | 45,000 | 8.3811 GBP |
1p ordinary | CFD | LONG | 30,807 | 8.3823 GBP |
1p ordinary | CFD | LONG | 50,000 | 8.3828 GBP |
1p ordinary | CFD | LONG | 3,211 | 8.3830 GBP |
1p ordinary | CFD | LONG | 3,746 | 8.3830 GBP |
1p ordinary | CFD | LONG | 814 | 8.3878 GBP |
1p ordinary | CFD | LONG | 435 | 8.3880 GBP |
1p ordinary | CFD | LONG | 8,050 | 8.3880 GBP |
1p ordinary | CFD | LONG | 5,335 | 8.3880 GBP |
1p ordinary | CFD | LONG | 33,656 | 8.3880 GBP |
1p ordinary | CFD | LONG | 24,528 | 8.3880 GBP |
1p ordinary | CFD | LONG | 50,000 | 8.3946 GBP |
1p ordinary | CFD | LONG | 50,000 | 8.3958 GBP |
1p ordinary | CFD | LONG | 2,169 | 8.3980 GBP |
1p ordinary | CFD | SHORT | 3,978 | 8.3153 GBP |
1p ordinary | CFD | SHORT | 7,500 | 8.3291 GBP |
1p ordinary | CFD | SHORT | 2,500 | 8.3291 GBP |
1p ordinary | CFD | SHORT | 2,675 | 8.3561 GBP |
1p ordinary | CFD | SHORT | 492 | 8.3577 GBP |
1p ordinary | CFD | SHORT | 500,000 | 8.3723 GBP |
1p ordinary | CFD | SHORT | 8 | 8.3725 GBP |
1p ordinary | CFD | SHORT | 125 | 8.3732 GBP |
1p ordinary | CFD | SHORT | 1,631 | 8.3733 GBP |
1p ordinary | CFD | SHORT | 5,909 | 8.3791 GBP |
1p ordinary | CFD | SHORT | 308,473 | 8.3803 GBP |
1p ordinary | CFD | SHORT | 2,216 | 8.3812 GBP |
1p ordinary | CFD | SHORT | 48,752 | 8.3831 GBP |
1p ordinary | CFD | SHORT | 9,435 | 8.3840 GBP |
1p ordinary | CFD | SHORT | 4,265 | 8.3850 GBP |
1p ordinary | CFD | SHORT | 2,783 | 8.3864 GBP |
1p ordinary | CFD | SHORT | 456,888 | 8.3869 GBP |
1p ordinary | CFD | SHORT | 28,787 | 8.3869 GBP |
1p ordinary | CFD | SHORT | 449,583 | 8.3869 GBP |
1p ordinary | CFD | SHORT | 21,623 | 8.3869 GBP |
1p ordinary | CFD | SHORT | 91,591 | 8.3869 GBP |
1p ordinary | CFD | SHORT | 54,382 | 8.3871 GBP |
1p ordinary | CFD | SHORT | 44,495 | 8.3871 GBP |
1p ordinary | CFD | SHORT | 1,357 | 8.3876 GBP |
1p ordinary | CFD | SHORT | 683 | 8.3882 GBP |
1p ordinary | CFD | SHORT | 37 | 8.3943 GBP |
1p ordinary | CFD | SHORT | 10,410 | 8.3943 GBP |
1p ordinary | CFD | SHORT | 78 | 8.3948 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 |
N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
(ii) Exercise
Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit |
N/A | N/A | N/A | N/A | N/A |
(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) |
N/A | N/A | N/A | N/A |
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: | 02 JANUARY 2020
|
Contact name: | Craig Horsley
|
Telephone number: | +44(141) 245 7736
|
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.