REG - Jefferies Int Ltd. Hipgnosis Songs Fund - Form 8.3 - Hipgnosis Songs Fund Limited
22/04/2024 15:45
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RNS Number : 5642L Jefferies International Limited. 22 April 2024
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: Jefferies International Limited
(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:
Hipgnosis Songs Fund Limited
Use a separate form for each offeror/offeree
(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: 19(th) April 2024
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
disclosures in respect of any other party to the offer?
N/A
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: 10p ordinary
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 21,738,644 1.798
(2) Cash-settled derivatives: 21,738,644 1.798
(3) Stock-settled derivatives (including options) and agreements to
purchase/sell:
21,738,644 1.798 21,738,644 1.798
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 (GBX)
10p ordinary Purchase 18,000 91.4250
7,799 91.4500
3,000,000 91.4667
7,679,611 91.5000
1,000,000 91.5166
429,524 91.5167
1,241,877 91.5500
180,150 91.5610
21,500 91.5640
107,467 91.5814
150,066 91.5989
6,258,783 91.6000
29,209 91.6175
892 91.6250
2,790 91.6320
223,316 91.6370
169,227 91.6410
89,835 91.6427
34,592 91.6500
475,600 91.6640
431,864 91.7000
94,305 91.7250
358,094 91.7319
500,000 91.8000
1,981,089 91.9000
542,434 92.0000
Sale 2,570,476 91.4085
1,744,478 91.5000
798,332 91.5500
2,000,000 91.5732
11,500,000 91.5915
3,483,909 91.6000
942,671 91.6349
74,726 91.6425
2,490,529 91.6500
1,022,116 91.7000
1,064 91.7500
761,495 91.8000
1,622,305 91.8239
48,993 91.9000
415,175 92.0000
168,250 92.0056
(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 (GBX)
position
10p ordinary Swap Closing a short position 168,250 91.1468
Swap Closing a short position 2,122,462 91.4085
Swap Closing a short position 108,714 91.4085
Swap Closing a short position 143,832 91.4085
Swap Closing a short position 195,468 91.4085
Swap Closing a short position 2,378 91.4626
Swap Closing a short position 83,273 91.4626
Swap Closing a short position 420,639 91.4626
Swap Closing a short position 169,415 91.4626
Swap Closing a short position 500,000 91.4626
Swap Closing a short position 250,000 91.4626
Swap Closing a short position 2,800,000 91.4626
Swap Closing a short position 353,383 91.4626
Swap Closing a short position 2,500,000 91.4626
Swap Closing a short position 2,804,153 91.4626
Swap Closing a short position 1,436,556 91.4626
Swap Closing a short position 579,805 91.4626
Swap Closing a short position 767,105 91.4626
Swap Closing a short position 1,042,501 91.4626
Swap Closing a long position 5,000,000 91.5000
Swap Closing a long position 7,604,725 91.5000
Swap Closing a short position 2,122,461 91.5167
Swap Closing a short position 108,714 91.5167
Swap Closing a short position 143,832 91.5167
Swap Closing a short position 195,469 91.5167
Swap Increasing a short position 1,000,000 91.5600
Swap Increasing a short position 3,275,000 91.6100
Swap Increasing a short position 668,911 91.6600
Swap Increasing a short position 650,000 91.9100
Swap Increasing a short position 1,331,089 91.9100
(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.
(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? NO
Date of disclosure: 22(nd) April 2024
Contact name: Robin Greenwood
Telephone number 020 7029 8595
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
(http://www.thetakeoverpanel.org.uk) .
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