REG-Qube Research & Technologies LTD Form 8.3 - International Paper Company - Amendment
09/07/2024 08:45
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Form 8.3 - International Paper Company - Amendment
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”)
(SUPPLEMENTAL FORM 8 added)
1. KEY INFORMATION
(a) Full name of discloser: Qube Research & Technologies 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 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
and specify identity of offeror/offeree:
(e) Date position held/dealing undertaken: 05-07-2024
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 Yes - 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: Common Stock
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: TBC TBC 6,524,616 1.87
(2) Cash-settled derivatives: 0 0 0 0
(3) Stock-settled derivatives (including options) and agreements to 400,000* 0.115 0 0
purchase/sell:
400,000* 0.115 6,524,616 1.87
TOTAL:
*This long position relates to a reverse collar transaction. See supplemental
form 8 for full details
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: 0
Details, including nature of the rights concerned and relevant percentages: 0
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 7 43.11
Common Stock Sale 42 43.25
Common Stock Sale 95 43.02
Common Stock Sale 100 42.51
Common Stock Sale 100 42.52
Common Stock Sale 100 42.54
Common Stock Sale 100 42.55
Common Stock Sale 100 42.57
Common Stock Sale 100 42.59
Common Stock Sale 100 42.61
Common Stock Sale 100 42.65
Common Stock Sale 100 42.66
Common Stock Sale 100 42.68
Common Stock Sale 100 42.68
Common Stock Sale 100 42.70
Common Stock Sale 100 42.72
Common Stock Sale 100 42.77
Common Stock Sale 100 42.83
Common Stock Sale 100 42.84
Common Stock Sale 100 42.88
Common Stock Sale 100 42.95
Common Stock Sale 100 42.99
Common Stock Sale 100 42.99
Common Stock Sale 100 43.01
Common Stock Sale 100 43.08
Common Stock Sale 100 43.09
Common Stock Sale 100 43.18
Common Stock Sale 100 43.20
Common Stock Sale 100 43.20
Common Stock Sale 100 43.35
Common Stock Sale 100 43.36
Common Stock Sale 100 43.37
Common Stock Sale 100 43.44
Common Stock Sale 100 43.46
Common Stock Sale 115 43.00
Common Stock Sale 129 43.40
Common Stock Sale 170 42.95
Common Stock Sale 200 42.53
Common Stock Sale 200 42.60
Common Stock Sale 200 42.63
Common Stock Sale 200 42.64
Common Stock Sale 200 42.72
Common Stock Sale 200 42.73
Common Stock Sale 200 42.74
Common Stock Sale 200 42.84
Common Stock Sale 200 42.90
Common Stock Sale 200 42.94
Common Stock Sale 200 43.04
Common Stock Sale 200 43.05
Common Stock Sale 200 43.07
Common Stock Sale 200 43.38
Common Stock Sale 200 43.39
Common Stock Sale 200 43.41
Common Stock Sale 300 42.67
Common Stock Sale 300 42.87
Common Stock Sale 300 42.98
Common Stock Sale 300 43.19
Common Stock Sale 300 43.45
Common Stock Sale 341 43.01
Common Stock Sale 400 42.66
Common Stock Sale 400 42.81
Common Stock Sale 400 43.03
Common Stock Sale 400 43.43
Common Stock Sale 409 42.70
Common Stock Sale 425 42.74
Common Stock Sale 500 42.77
Common Stock Sale 595 42.65
Common Stock Sale 598 42.98
Common Stock Sale 600 42.86
Common Stock Sale 701 42.94
Common Stock Sale 704 42.76
Common Stock Sale 704 43.02
Common Stock Sale 744 42.71
Common Stock Sale 1006 42.90
Common Stock Sale 1010 42.75
Common Stock Sale 1100 42.92
Common Stock Sale 1115 43.48
Common Stock Sale 1200 42.84
Common Stock Sale 1232 42.86
Common Stock Sale 1291 42.87
Common Stock Sale 1296 42.91
Common Stock Sale 1300 42.83
Common Stock Sale 1323 42.93
Common Stock Sale 1326 42.77
Common Stock Sale 1335 42.80
Common Stock Sale 1376 42.97
Common Stock Sale 1457 42.81
Common Stock Sale 1600 42.79
Common Stock Sale 2081 42.96
Common Stock Sale 2107 42.89
Common Stock Sale 2403 42.85
Common Stock Sale 2823 42.88
Common Stock Sale 3403 42.78
Common Stock Sale 12255 42.82
Common Stock Purchase 11 42.52
Common Stock Purchase 24 42.63
Common Stock Purchase 37 42.64
Common Stock Purchase 40 42.84
Common Stock Purchase 40 42.87
Common Stock Purchase 42 42.69
Common Stock Purchase 61 42.53
Common Stock Purchase 79 42.79
Common Stock Purchase 82 43.03
Common Stock Purchase 100 42.51
Common Stock Purchase 100 42.61
Common Stock Purchase 100 42.66
Common Stock Purchase 100 42.81
Common Stock Purchase 100 42.88
Common Stock Purchase 100 43.43
Common Stock Purchase 137 42.76
Common Stock Purchase 141 43.28
Common Stock Purchase 142 42.63
Common Stock Purchase 168 43.45
Common Stock Purchase 200 42.88
Common Stock Purchase 200 42.95
Common Stock Purchase 201 43.36
Common Stock Purchase 205 42.54
Common Stock Purchase 217 43.04
Common Stock Purchase 301 42.72
Common Stock Purchase 342 42.91
Common Stock Purchase 354 42.74
Common Stock Purchase 374 42.92
Common Stock Purchase 408 42.93
Common Stock Purchase 415 42.77
Common Stock Purchase 440 43.02
Common Stock Purchase 485 42.70
Common Stock Purchase 500 42.58
Common Stock Purchase 646 42.65
Common Stock Purchase 706 42.77
Common Stock Purchase 803 42.97
Common Stock Purchase 857 42.73
Common Stock Purchase 877 42.52
Common Stock Purchase 902 43.08
Common Stock Purchase 949 43.01
Common Stock Purchase 1034 42.98
Common Stock Purchase 1097 42.97
Common Stock Purchase 1179 42.67
Common Stock Purchase 1203 42.75
Common Stock Purchase 1237 43.06
Common Stock Purchase 1281 42.79
Common Stock Purchase 1306 43.10
Common Stock Purchase 1356 42.68
Common Stock Purchase 1400 42.56
Common Stock Purchase 1547 42.66
Common Stock Purchase 1747 42.85
Common Stock Purchase 1776 43.07
Common Stock Purchase 1994 42.94
Common Stock Purchase 2160 42.84
Common Stock Purchase 2417 42.71
Common Stock Purchase 2461 42.80
Common Stock Purchase 2529 42.81
Common Stock Purchase 2585 42.87
Common Stock Purchase 2639 42.72
Common Stock Purchase 2709 42.77
Common Stock Purchase 2841 42.90
Common Stock Purchase 3266 43.00
Common Stock Purchase 3327 42.76
Common Stock Purchase 3381 43.09
Common Stock Purchase 3587 42.86
Common Stock Purchase 4250 42.89
Common Stock Purchase 4436 42.78
Common Stock Purchase 4710 42.88
Common Stock Purchase 5616 42.83
Common Stock Purchase 117065 42.82
(b) Cash-settled derivative transactions
Class of relevant security Product description Nature of dealing Number of securities Exercise price per unit (USD)
e.g. call option
e.g. opening/closing a long/short position, increasing/reducing a long/short
position
(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 (USD) 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
0 0 0 0
0
(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
0 0 0
0
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: 09-07-2024
Contact name: Stuart Brown
Telephone number: 00442070722969
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
(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.thetakeoverpanel.org.uk%2F&esheet=54092091&newsitemid=20240709331083&lan=en-US&anchor=www.thetakeoverpanel.org.uk&index=1&md5=f5348f830c58807b7ab6cf9d5ad952f4)
.
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: Qube Research & Technologies Limited
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 Put Option Written 60,000 USD 40 American 07/19/24
IP US 07/19/24 P40 Equity
Common Stock Call option Purchase 120,000 USD 50 American 09/20/24
IP US 09/20/24 C50 Equity
Common Stock Put Option Written 60,000 USD 37.5 American 07/19/24
IP US07/19/24 P37.5 Equity
Common Stock Put Option Written 140,000 USD 40 American 07/19/24
IP US 07/19/24 P40 Equity
Common Stock Call Option Purchase 280,000 USD 50 American 09/20/24
IP US 09/20/24 C50 Equity
Common Stock Put Option Written 140,000 USD 37.5 American 07/19/24
IP US 07/19/24 P37.5 Equity
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
(https://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.thetakeoverpanel.org.uk&esheet=54092091&newsitemid=20240709331083&lan=en-US&anchor=www.thetakeoverpanel.org.uk&index=2&md5=6c4d2cc612d638fbf7a783060daecd43)
.
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