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REG - Exane SA Takeaway.com N.V. - Form 8.3 - Takeaway.com





 




RNS Number : 1763N
Exane SA
20 September 2019
 

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:

EXANE SA

(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

Takeaway.com

(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

17/09/2019 - in addition Exane has dealt on previous dates during the offer period as detailed at the end of this form.

(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"

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 Shares

 

 

Interests

Short positions

 

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

3,932

0.006

 

 

(2) Cash-settled derivatives:

 

 

 

108,072

0.177

 

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

 

 

 

 

 

     TOTAL:

3,932

0.006

108,072

0.177

 

 

 

 

Class of relevant security:

 

Convertible bond

 

 

Interests

Short positions

 

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

12,900,000

5.16

 

 

(2) Cash-settled derivatives:

 

 

 

 

 

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

 

 

 

 

 

     TOTAL:

12,900,000

5.16

 

 

 

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

Ordinary Share

Sale

1,520

74.85 EUR

 

 (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

 

 

 

 

 

 

 

 

 

(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"

 

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:

20 September 2019

Contact name:

Jose Gil

Telephone number*:

020 3430 8573

 

Additional Dealings by Exane (see 1(e) above):

 

Class of relevant security
Purchase/sale
Number of securities
Price per unit
Date of Dealing

Cash Settled Derivative

Sale

4,360

73.96 EUR

16/09/2019

Ordinary Share

Sale

143

74.00

16/09/2019

Cash Settled Derivative

Sale

10,208

76.69 EUR

13/09/2019

Ordinary Share

Purchase

20,712

77.50 EUR

13/09/2019

Ordinary Share

Sale

20,712

77.50 EUR

13/09/2019

Cash Settled Derivative

Sale

16,230

77.67 EUR

12/09/2019

Convertible Bonds

Purchase

400,000

137 EUR

12/09/2019

Ordinary Share

Purchase

4,242

78.37 EUR

12/09/2019

Ordinary Share

Sale

4,142

78.55 EUR

12/09/2019

Cash Settled Derivative

Sale

16,723

76.99 EUR

11/09/2019

Ordinary Share

Purchase

1,012

77.23 EUR

11/09/2019

Cash Settled Derivative

Sale

21,983

77.51 EUR

10/09/2019

Ordinary Share

Purchase

110

77.45 EUR

10/09/2019

Cash Settled Derivative

Sale

18,490

81.554 EUR

09/09/2019

Ordinary Share

Purchase

138

83.67 EUR

09/09/2019

Cash Settled Derivative

Sale

6,418

83.51 EUR

06/09/2019

Ordinary Share

Purchase

1,086

83.44 EUR

06/09/2019

Ordinary Share

Sale

563

83.06 EUR

06/09/2019

Cash Settled Derivative

Sale

5,000

82.82 EUR

05/09/2019

Ordinary Share

Purchase

2,294

82.75 EUR

05/09/2019

Ordinary Share

Purchase

773

81.87 EUR

04/09/2019

Ordinary Share

Sale

2,881

82.03 EUR

04/09/2019

Ordinary Share

Purchase

6,322

83.23 EUR

03/09/2019

Ordinary Share

Sale

6,329

84.25 EUR

03/09/2019

Ordinary Share

Purchase

18

86.20 EUR

02/09/2019

Ordinary Share

Sale

5,515

83.15 EUR

28/08/2019

Ordinary Share

Purchase

11,817

84.80 EUR

27/08/2019

Ordinary Share

Sale

16,923

84.85 EUR

27/08/2019

Ordinary Share

Purchase

20

84.10 EUR

23/08/2019

Ordinary Share

Purchase

21,863

84.95 EUR

22/08/2019

Ordinary Share

Sale

21,863

84.95 EUR

22/08/2019

Convertible Bonds

Purchase

2,400,000

146 EUR

14/08/2019

 

Cash Settled Derivative

Purchase

2,160

86.01 EUR

13/08/2019

Cash Settled Derivative

Purchase

642

82.36 EUR

08/08/2019

Ordinary Share

Purchase

21,287

81.93 EUR

08/08/2019

Ordinary Share

Sale

21,393

81.32 EUR

08/08/2019

Cash Settled Derivative

Purchase

2,164

77.06 EUR

06/08/2019

Ordinary Share

Purchase

477

77.78 EUR

06/08/2019

Ordinary Share

Sale

567

76.12 EUR

06/08/2019

Cash Settled Derivative

Purchase

770

75.79 EUR

05/08/2019

Ordinary Share

Sale

659

77.48 EUR

05/08/2019

Cash Settled Derivative

Purchase

2,741

77.61 EUR

02/08/2019

Ordinary Share

Purchase

11,075

80.25 EUR

01/08/2019

Ordinary Share

Sale

11,402

80.29 EUR

01/08/2019

Cash Settled Derivative

Purchase

22,240

81.07 EUR

31/07/2019

Cash Settled Derivative

Purchase

9,803

78.32 EUR

30/07/2019

 

Convertible Bonds

Purchase

700,000

136 EUR

30/07/2019

 

Ordinary Share

Purchase

3,389

80.96 EUR

30/07/219

Ordinary Share

Sale

2,239

81.28 EUR

30/07/219

Cash Settled Derivative

Purchase

53,673

84.79 EUR

29/07/2019

 

Ordinary Share

Purchase

3,500

86.95 EUR

29/07/2019

Ordinary Share

Sale

4,650

88.12 EUR

29/07/2019

 

 

 

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.

 


This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
 
END
 
 
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