REG - JPMorgan Sec.Plc Takeaway.com N.V. - Form 8.5 (EPT/RI)- Takeaway.com N.V.

Just Eat Takeaway.com NVAnnouncement

20/11/2019 11:00

RNS Number : 0678U
JPMorgan Securities Plc
20 November 2019
 


FORM 8.5 (EPT/RI)
 
PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY
Rule 8.5 of the Takeover Code (the "Code")
 
1.         KEY INFORMATION
 



(a) Name of exempt principal trader:


J.P. Morgan Securities Plc




(b) Name of offeror/offeree in relation to whose relevant securities this form relates:
     Use a separate form for each offeror/offeree


Takeaway.com N.V.




(c) Name of the party to the offer with which exempt principal trader is connected:


Financial adviser to Prosus and MIH




(d) Date dealing undertaken:


19 November 2019




(e) In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer?
     If it is a cash offer or possible cash offer, state "N/A"


Yes, Just Eat plc



 
2.         DEALINGS BY THE EXEMPT PRINCIPAL TRADER
 
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(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


Purchases/ sales
 


Total number of securities


Highest price per unit paid/received
(EUR)


Lowest price per unit paid/received
(EUR)




Ordinary Share
 
 


Purchase
 
Sale


86,135
 
 211,680


83.2500
 
83.2500


79.9500
 
80.0000



 



Class of relevant security


Purchases/ sales
 


Total number of securities


Highest price per unit paid/received
(EUR)


Lowest price per unit paid/received
(EUR)




Convertible Bond


Purchase
 


2,100,000
 


137.3750
 


137.3750
 



 
(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
(EUR)




Ordinary Share
 


Equity Swap
 


Long
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Short


14
132
6,039
4,708
316
493
107,586
14,280
7,523
982
505
275
500
8,436
100
15
 
2,034
460
33,000
693
100
34
12
798
1,386
1,209
69
670
1,468
225
430
1,996
564
5
38


81.4669
81.4967
81.4985
81.5110
81.5260
81.6116
81.6510
81.7059
81.9425
82.1167
82.1767
82.2484
82.4500
82.4529
83.2000
83.2500
 
80.1405
80.9465
81.1622
81.4206
81.5500
81.6934
81.9548
81.9588
82.0345
82.1542
82.1680
82.2455
82.2552
82.3700
82.4230
82.6397
82.8807
82.9800
83.2500



 
(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)








 
 











 
3.         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 exempt principal trader 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 exempt principal trader 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
 



 
 



Date of disclosure:


20 November 2019




Contact name:


Alwyn Basch




Telephone number:


020 7742 7407



 
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 dealing 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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