6 Oct 2021 11:34
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: | 5 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 | 14,392,442
19,971,236 | 2.8603 GBP
2.8595 GBP | 2.8550 GBP
2.8550 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
Opening a Long Position
Opening a Short Position
| 2,300 116,753 3,637 747 89,000 204,530 169,948
1,553 388,531 1,064,855 63,579 173
116,106
522,175 200,000 400 316 500,000 310,000 55,395 140,000 138,508 100,000 46,169 161,593 4,000,000
35,341 46,111 710,479 25,802 26,199 15,386 171,467 19,880 3,675 11,655,000
3,467 1,194,829 1,085 8,588 1,085 41,135 1,971 171,991 35,341 35,341 15,067 | 2.8563 GBP 2.8567 GBP 2.8573 GBP 2.8590 GBP 2.8592 GBP 2.8593 GBP 2.8603 GBP
2.8558 GBP 2.8570 GBP 2.8576 GBP 2.8577 GBP 2.8587 GBP
2.8560 GBP
2.8563 GBP 2.8564 GBP 2.8565 GBP 2.8566 GBP 2.8569 GBP 2.8571 GBP 2.8573 GBP 2.8577 GBP 2.8578 GBP 2.8583 GBP 2.8594 GBP 2.8599 GBP 3.8970 GBP
2.8558 GBP 2.8559 GBP 2.8560 GBP 2.8574 GBP 2.8575 GBP 2.8579 GBP 2.8582 GBP 2.8583 GBP 2.8585 GBP 2.8590 GBP
2.8556 GBP 2.8560 GBP 2.8561 GBP 2.8565 GBP 2.8566 GBP 2.8571 GBP 2.8577 GBP 2.8584 GBP 2.8591 GBP 2.8592 GBP 2.8599 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: | 6 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.