REG - D E Shaw & Co LP DraftKings Inc. Entain PLC - Form 8.3 - DraftKings Inc
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:
D. E. Shaw & Co., L.P.
(b) Owner or controller of interests and short positions disclosed, if 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 relates:
Use a separate form for each offeror/offeree
DraftKings Inc
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:
(e) Date position held/dealing undertaken:
For an opening position disclosure, state the latest practicable date prior to the disclosure
October 21, 2021
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
If it is a cash offer or possible cash offer, state "N/A"
Yes, the discloser has previously made disclosures in respect of Entain plc
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:
USD 0.0001 class A common
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
557,839
0.13%
2,115,633
0.52%
(2) Cash-settled derivatives:
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
808,500
0.19%
2,703,900
0.66%
TOTAL:
1,366,339
0.33%
4,819,533
1.18%
Class of relevant security:
Convertible Senior Notes 2028
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
51,500,000
4.07%
(2) Cash-settled derivatives:
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
TOTAL:
51,500,000
4.07%
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 0.0001 class A common
Purchase
12000
USD 49.21
USD 0.0001 class A common
Purchase
16581
USD 49.31
USD 0.0001 class A common
Sale
100
USD 49.36
USD 0.0001 class A common
Sale
100
USD 49.37
USD 0.0001 class A common
Sale
100
USD 49.39
USD 0.0001 class A common
Sale
100
USD 49.42
USD 0.0001 class A common
Sale
200
USD 49.43
USD 0.0001 class A common
Sale
400
USD 49.44
USD 0.0001 class A common
Sale
600
USD 49.45
USD 0.0001 class A common
Sale
500
USD 49.46
USD 0.0001 class A common
Sale
200
USD 49.47
USD 0.0001 class A common
Sale
1000
USD 49.48
USD 0.0001 class A common
Sale
800
USD 49.49
USD 0.0001 class A common
Sale
100
USD 49.5
USD 0.0001 class A common
Sale
200
USD 49.51
USD 0.0001 class A common
Sale
700
USD 49.52
USD 0.0001 class A common
Sale
400
USD 49.53
USD 0.0001 class A common
Sale
200
USD 49.55
USD 0.0001 class A common
Sale
800
USD 49.57
USD 0.0001 class A common
Sale
300
USD 49.58
USD 0.0001 class A common
Sale
1800
USD 49.59
USD 0.0001 class A common
Sale
100
USD 49.6
USD 0.0001 class A common
Sale
100
USD 49.61
USD 0.0001 class A common
Sale
400
USD 49.62
USD 0.0001 class A common
Sale
100
USD 49.63
USD 0.0001 class A common
Sale
43
USD 49.64
USD 0.0001 class A common
Sale
1800
USD 49.66
USD 0.0001 class A common
Sale
100
USD 49.67
USD 0.0001 class A common
Sale
100
USD 49.68
USD 0.0001 class A common
Sale
6
USD 49.69
USD 0.0001 class A common
Sale
100
USD 49.7
USD 0.0001 class A common
Sale
1000
USD 49.71
USD 0.0001 class A common
Sale
100
USD 49.73
USD 0.0001 class A common
Sale
100
USD 49.74
USD 0.0001 class A common
Sale
100
USD 49.75
USD 0.0001 class A common
Sale
700
USD 49.79
USD 0.0001 class A common
Sale
100
USD 49.81
(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
(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
USD 0.0001 class A common
Listed Put Option
Purchasing
80000
30.0
American
20240119
4.35
(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)
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"
(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"
(c) Attachments
Is a Supplemental Form 8 (Open Positions) attached?
Yes
Date of disclosure:
October 22, 2021
Contact name:
Kevin Krist (Compliance Department)
Telephone number*:
+44 (0) 20 7409 4420
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.
*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel's Market Surveillance Unit.
The Code can be viewed on the Panel's website at 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:
D. E. Shaw & Co., L.P.
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:
DraftKings Inc
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
e.g. American, European etc.
Expiry date
USD 0.0001 class A common
Listed Call Option
Purchased
110,000
USD 100.0
American
20220121
USD 0.0001 class A common
Listed Call Option
Purchased
120,000
USD 90.0
American
20220414
USD 0.0001 class A common
Listed Call Option
Purchased
10,000
USD 65.0
American
20220414
USD 0.0001 class A common
Listed Call Option
Purchased
80,000
USD 95.0
American
20230120
USD 0.0001 class A common
Listed Call Option
Purchased
100,000
USD 90.0
American
20230120
USD 0.0001 class A common
Listed Call Option
Purchased
45,000
USD 105.0
American
20230120
USD 0.0001 class A common
Listed Call Option
Purchased
80,000
USD 50.0
American
20230120
USD 0.0001 class A common
Listed Call Option
Written
400,000
USD 60.0
American
20211119
USD 0.0001 class A common
Listed Call Option
Written
330,000
USD 65.0
American
20220121
USD 0.0001 class A common
Listed Call Option
Written
87,400
USD 65.0
American
20230120
USD 0.0001 class A common
Listed Put Option
Purchased
40,000
USD 50.0
American
20211119
USD 0.0001 class A common
Listed Put Option
Purchased
150,000
USD 45.0
American
20220121
USD 0.0001 class A common
Listed Put Option
Purchased
336,000
USD 40.0
American
20220121
USD 0.0001 class A common
Listed Put Option
Purchased
150,000
USD 35.0
American
20220121
USD 0.0001 class A common
Listed Put Option
Purchased
180,000
USD 35.0
American
20220218
USD 0.0001 class A common
Listed Put Option
Purchased
45,000
USD 40.0
American
20220414
USD 0.0001 class A common
Listed Put Option
Purchased
200,000
USD 45.0
American
20220414
USD 0.0001 class A common
Listed Put Option
Purchased
130,000
USD 40.0
American
20220520
USD 0.0001 class A common
Listed Put Option
Purchased
28,000
USD 50.0
American
20220715
USD 0.0001 class A common
Listed Put Option
Purchased
120,000
USD 30.0
American
20220715
USD 0.0001 class A common
Listed Put Option
Purchased
70,000
USD 30.0
American
20230120
USD 0.0001 class A common
Listed Put Option
Purchased
150,000
USD 40.0
American
20230120
USD 0.0001 class A common
Listed Put Option
Purchased
160,000
USD 45.0
American
20230120
USD 0.0001 class A common
Listed Put Option
Purchased
10,000
USD 50.0
American
20230120
USD 0.0001 class A common
Listed Put Option
Purchased
117,500
USD 30.0
American
20240119
USD 0.0001 class A common
Listed Put Option
Written
218,700
USD 60.0
American
20211119
USD 0.0001 class A common
Listed Put Option
Written
44,800
USD 60.0
American
20230120
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.
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