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REG - LMR Partners LLP Smith (DS) PLC International Paper - Form 8.3 - International Paper Company

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RNS Number : 6990V  LMR Partners LLP  03 February 2025

FORM 8.3

 

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the "Code")

 

 

 

1.         KEY INFORMATION

 

 (a) Full name of discloser:                                                      LMR Partners LLP
 (b) Owner or controller of interests and short positions disclosed, if           N/A
 different from 1(a):

      The naming of nominee or vehicle companies is insufficient.  For a
 trust, the trustee(s), settlor and beneficiaries must be named.
 (c) Name of offeror/offeree in relation to whose relevant securities this form   International Paper Company
 relates:

      Use a separate form for each offeror/offeree
 (d) If an exempt fund manager connected with an offeror/offeree, state this      N/A
 and specify identity of offeror/offeree:
 (e) Date position held/dealing undertaken:                                       31 January 2025

      For an opening position disclosure, state the latest practicable date
 prior to the disclosure
 (f)  In addition to the company in 1(c) above, is the discloser making           DS Smith plc
 disclosures in respect of any other party to the offer?

      If it is a cash offer or possible cash offer, state "N/A"

 

2.         POSITIONS OF THE PERSON MAKING THE DISCLOSURE

 

If there are positions or rights to subscribe to disclose in more than one
class of relevant securities of the offeror or offeree named in 1(c), copy
table 2(a) or (b) (as appropriate) for each additional class of relevant
security.

 

(a)        Interests and short positions in the relevant securities of
the offeror or offeree to which the disclosure relates following the dealing
(if any)

 

 Class of relevant security:                                          Ordinary

                                                                      Interests      Short positions

                                                                      Number  %      Number     %
 (1) Relevant securities owned and/or controlled:                                    2,330,876  0.67%
 (2) Cash-settled derivatives:                                        1,737   0.00%  45,000     0.01%
 (3) Stock-settled derivatives (including options) and agreements to  45,077  0.01%
 purchase/sell:
                                                                      46,814  0.01%  2,375,876  0.68%

      TOTAL:

 

 

All interests and all short positions should be disclosed.

 

Details of any open stock-settled derivative positions (including traded
options), or agreements to purchase or sell relevant securities, should be
given on a Supplemental Form 8 (Open Positions).

 

(b)        Rights to subscribe for new securities (including directors'
and other employee options)

 

 Class of relevant security in relation to which subscription right exists:
 Details, including nature of the rights concerned and relevant percentages:

 

 

3.         DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

 

Where there have been dealings in more than one class of relevant securities
of the offeror or offeree named in 1(c), copy table 3(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  Purchase/sale  Number of securities  Price per unit (USD)

 Common stock                Sale           1,678                 57.431684

 

(b)        Cash-settled derivative transactions

 

 Class of relevant security  Product description  Nature of dealing                                                              Number of reference securities  Price per unit

                             e.g. CFD             e.g. opening/closing a long/short position, increasing/reducing a long/short                                   (USD)
                                                  position
 Common stock                CFD                  Opening a short position                                                       113,250                         55.696041

 

(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                           Expiry date  Option money paid/ received per unit

                                                                                                                                                                                      e.g. American, European etc.                (USD)
 Common stock                Call option                           Purchasing                                  7,550                                         56                       American                       07/02/2025   0.95
 Common stock                Call option                           Purchasing                                  2,026                                         56                       American                       07/02/2025   0.90
 Common stock                Call option                           Purchasing                                  6584                                          56                       American                       07/02/2025   0.85
 Common stock                Call option                           Purchasing                                  230                                           56                       American                       07/02/2025   0.84
 Common stock                Call option                           Purchasing                                  10,082                                        57                       American                       07/02/2025   0.50
 Common stock                Call option                           Writing                                     349                                           57.5                     American                       21/03/2025   1.20
 Common stock                Call option                           Writing                                     814                                           57.5                     American                       21/03/2025   1.25
 Common stock                Call option                           Writing                                     814                                           57.5                     American                       21/03/2025   1.26
 Common stock                Call option                           Writing                                     1,707                                         57.5                     American                       21/03/2025   1.27
 Common stock                Call option                           Writing                                     1,707                                         57.5                     American                       21/03/2025   1.28
 Common stock                Call option                           Writing                                     1,590                                         57.5                     American                       21/03/2025   1.29
 Common stock                Call option                           Writing                                     853                                           57.5                     American                       21/03/2025   1.30
 Common stock                Call option                           Writing                                     504                                           57.5                     American                       21/03/2025   1.31
 Common stock                Call option                           Writing                                     970                                           57.5                     American                       21/03/2025   1.32
 Common stock                Call option                           Writing                                     814                                           57.5                     American                       21/03/2025   1.34
 Common stock                Call option                           Writing                                     39                                            57.5                     American                       21/03/2025   1.35
 Common stock                Call option                           Writing                                     814                                           57.5                     American                       21/03/2025   1.37
 Common stock                Call option                           Writing                                     465                                           57.5                     American                       21/03/2025   1.38
 Common stock                Call option                           Writing                                     349                                           57.5                     American                       21/03/2025   1.39
 Common stock                Call option                           Writing                                     116                                           57.5                     American                       21/03/2025   1.62
 Common stock                Call option                           Writing                                     931                                           57.5                     American                       21/03/2025   1.65
 Common stock                Call option                           Writing                                     1,047                                         57.5                     American                       21/03/2025   1.66
 Common stock                Call option                           Writing                                     427                                           57.5                     American                       21/03/2025   1.67
 Common stock                Call option                           Writing                                     310                                           57.5                     American                       21/03/2025   1.73
 Common stock                Call option                           Writing                                     1,280                                         57.5                     American                       21/03/2025   1.75
 Common stock                Call option                           Writing                                     343                                           60                       American                       21/03/2025   0.75
 Common stock                Call option                           Writing                                     298                                           60                       American                       21/03/2025   0.76
 Common stock                Call option                           Writing                                     229                                           60                       American                       21/03/2025   0.78
 Common stock                Call option                           Writing                                     23                                            60                       American                       21/03/2025   0.80
 Common stock                Call option                           Writing                                     69                                            60                       American                       21/03/2025   0.82
 Common stock                Call option                           Writing                                     46                                            60                       American                       21/03/2025   0.83
 Common stock                Call option                           Writing                                     229                                           60                       American                       21/03/2025   0.86
 Common stock                Call option                           Writing                                     114                                           60                       American                       21/03/2025   0.91
 Common stock                Call option                           Writing                                     572                                           60                       American                       21/03/2025   0.95
 Common stock                Call option                           Writing                                     160                                           60                       American                       21/03/2025   0.96
 Common stock                Call option                           Writing                                     389                                           60                       American                       21/03/2025   1.04
 Common stock                Call option                           Writing                                     160                                           60                       American                       21/03/2025   1.10
 Common stock                Call option                           Writing                                     23                                            60                       American                       21/03/2025   1.11
 Common stock                Call option                           Writing                                     778                                           60                       American                       21/03/2025   1.12
 Common stock                Call option                           Writing                                     847                                           60                       American                       21/03/2025   1.13
 Common stock                Call option                           Writing                                     69                                            60                       American                       21/03/2025   1.15
 Common stock                Put option                            Writing                                     134                                           55                       American                       21/03/2025   1.15
 Common stock                Put option                            Writing                                     852                                           55                       American                       21/03/2025   1.18
 Common stock                Put option                            Writing                                     876                                           55                       American                       21/03/2025   1.19
 Common stock                Put option                            Writing                                     978                                           55                       American                       21/03/2025   1.20
 Common stock                Put option                            Writing                                     97                                            55                       American                       21/03/2025   1.22
 Common stock                Put option                            Writing                                     877                                           55                       American                       21/03/2025   1.23
 Common stock                Put option                            Writing                                     874                                           55                       American                       21/03/2025   1.27
 Common stock                Put option                            Writing                                     1,655                                         55                       American                       21/03/2025   1.35
 Common stock                Put option                            Writing                                     263                                           55                       American                       21/03/2025   1.39
 Common stock                Put option                            Writing                                     661                                           55                       American                       21/03/2025   1.47
 Common stock                Put option                            Writing                                     171                                           55                       American                       21/03/2025   1.50
 Common stock                Put option                            Writing                                     57                                            55                       American                       21/03/2025   1.54
 Common stock                Put option                            Writing                                     929                                           55                       American                       21/03/2025   1.55
 Common stock                Put option                            Writing                                     436                                           55                       American                       21/03/2025   1.56
 Common stock                Put option                            Writing                                     855                                           55                       American                       21/03/2025   1.57
 Common stock                Put option                            Writing                                     137                                           55                       American                       21/03/2025   1.58
 Common stock                Call option                           Purchasing                                  382                                           57.5                     American                       17/04/2025   1.80
 Common stock                Call option                           Purchasing                                  892                                           57.5                     American                       17/04/2025   1.85
 Common stock                Call option                           Purchasing                                  467                                           57.5                     American                       17/04/2025   1.86
 Common stock                Call option                           Purchasing                                  510                                           57.5                     American                       17/04/2025   1.87
 Common stock                Call option                           Purchasing                                  340                                           57.5                     American                       17/04/2025   1.88
 Common stock                Call option                           Purchasing                                  2,803                                         57.5                     American                       17/04/2025   1.90
 Common stock                Call option                           Purchasing                                  425                                           57.5                     American                       17/04/2025   1.91
 Common stock                Call option                           Purchasing                                  42                                            57.5                     American                       17/04/2025   1.92
 Common stock                Call option                           Purchasing                                  1,317                                         57.5                     American                       17/04/2025   1.93
 Common stock                Call option                           Purchasing                                  1,317                                         57.5                     American                       17/04/2025   1.94
 Common stock                Call option                           Purchasing                                  2,803                                         57.5                     American                       17/04/2025   1.95
 Common stock                Call option                           Purchasing                                  85                                            57.5                     American                       17/04/2025   1.97
 Common stock                Call option                           Purchasing                                  934                                           57.5                     American                       17/04/2025   2.00
 Common stock                Call option                           Purchasing                                  892                                           57.5                     American                       17/04/2025   2.03
 Common stock                Call option                           Purchasing                                  510                                           57.5                     American                       17/04/2025   2.04
 Common stock                Call option                           Purchasing                                  382                                           57.5                     American                       17/04/2025   2.05
 Common stock                Call option                           Purchasing                                  127                                           57.5                     American                       17/04/2025   2.24
 Common stock                Call option                           Purchasing                                  2,633                                         57.5                     American                       17/04/2025   2.30
 Common stock                Call option                           Purchasing                                  340                                           57.5                     American                       17/04/2025   2.35
 Common stock                Call option                           Purchasing                                  1,402                                         57.5                     American                       17/04/2025   2.39

 

(ii)        Exercise

 

 Class of relevant security  Product description  Exercising/ exercised against  Number of securities  Exercise price per unit

                             e.g. call option

 

(d)        Other dealings (including subscribing for new securities)

 

 Class of relevant security  Nature of dealing               Details  Price per unit (if applicable)

                             e.g. subscription, conversion

 

 

4.         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 person
 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 person 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

 

(c)        Attachments

 

 Is a Supplemental Form 8 (Open Positions) attached?  Yes

 

 

 Date of disclosure:  3 February 2025
 Contact name:        Krys Kisala
 Telephone number:    +44(0) 207 389 8433

                      Krys.kisala@lmrpartners.com

                      compliance@lmrpartners.com

 

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 disclosure requirements on +44 (0)20
7638 0129.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk
(http://www.thetakeoverpanel.org.uk) .

 

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

 

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS,
AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

 

 

1.         KEY INFORMATION

 

 Full name of person making disclosure:                                LMR Partners LLP
 Name of offeror/offeree in relation to whose relevant securities the  International Paper Company
 disclosure relates:

 

2.         STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

 

 Class of relevant security  Product description e.g. call option  Written or purchased  Number of securities to which option or derivative relates  Exercise price per unit  Type                           Expiry date

                                                                                                                                                                              e.g. American, European etc.
 Common stock                Call                                  Purchased             16,390                                                      56                       American                       07/02/02025
 Common stock                Call                                  Purchased             10,082                                                      57                       American                       07/02/2025
 Common stock                Call                                  Written               -16,988                                                     57.5                     American                       21/03/2025
 Common stock                Call                                  Written               -4,349                                                      60                       American                       21/03/2025
 Common stock                Put                                   Written               8,479                                                       55                       American                       21/03/2025
 Common stock                Call                                  Purchased             18,604                                                      57.5                     American                       17/04/2025

 

 

3.         AGREEMENTS TO PURCHASE OR SELL ETC.

 

 Full details should be given so that the nature of the interest or position
 can be fully understood:

 

It is not necessary to provide details on a Supplemental Form (Open Positions)
with regard to cash-settled derivatives.

 

The currency of all prices and other monetary amounts should be stated.

 

The Panel's Market Surveillance Unit is available for consultation in relation
to the Code's disclosure requirements on +44 (0)20 7638 0129.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk
(http://www.thetakeoverpanel.org.uk) .

 

 

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