7 Oct 2021 11:27
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 | Wm Morrison Supermarkets plc |
(c) Name of the party to the offer with which exempt principal trader is connected: | Financial adviser to Clayton, Dubilier & Rice, LLC as manager of Clayton, Dubilier & Rice Funds XI |
(d) Date dealing undertaken: | 6 October 2021 |
(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 | 30,162,996
12,787,183 | 2.8590 GBP
2.8591 GBP | 2.8514 GBP
2.8530 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
| 815 364 3,722 13,162 69,000 140,153
192 16,987 207,425 60,076 49,166 2,950,000 14,464 70,961 111,816 94,703 225,444 40,150
250,630 5,297
9,083,792 803 7,250 406,291 7,102 44,301 57,602 226,663 60,000 139,576 29,890 66,208 100,000 6,626 4,750 300,000 14,507 30,478 43,659 3,859 10,000,000 | 2.8545 GBP 2.8552 GBP 2.8553 GBP 2.8560 GBP 2.8572 GBP 2.8579 GBP
2.8541 GBP 2.8545 GBP 2.8547 GBP 2.8548 GBP 2.8550 GBP 2.8551 GBP 2.8552 GBP 2.8555 GBP 2.8558 GBP 2.8559 GBP 2.8560 GBP 2.8568 GBP
2.8548 GBP 2.8554 GBP
2.8514 GBP 2.8531 GBP 2.8540 GBP 2.8541 GBP 2.8545 GBP 2.8549 GBP 2.8552 GBP 2.8555 GBP 2.8558 GBP 2.8559 GBP 2.8561 GBP 2.8564 GBP 2.8567 GBP 2.8570 GBP 2.8571 GBP 2.8574 GBP 2.8579 GBP 2.8581 GBP 2.8582 GBP 2.8583 GBP 3.8680 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: | 7 October 2021 |
| 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.