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

Just Eat Takeaway.com NVAnnouncement

06/01/2020 11:15

RNS Number : 8580Y
JPMorgan Securities Plc
06 January 2020
 


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:


3 January 2020




(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


252,503
 
 81,400


85.5500
 
85.5750


82.9500
 
83.1000



 



Class of relevant security


Purchases/ sales
 


Total number of securities


Highest price per unit paid/received


Lowest price per unit paid/received




Convertible Bond
 


Purchase
 


2,000,000
 


138.8750 EUR
 


138.8750 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




Ordinary Share


Equity Swap


Long
 
 
 
 
 
 
 
 
 
 
 
Short
 
 
 
 
 
 
 
 
 
 
 


15,000
2,622
59
7,824
75,000
20,000
454
1,574
25,000
5,836
3,222
 
183,782
8,582
1,431
799
75,000
2,501
1,130
11,204
10,757
20,000
7,944
25,000


71.0083 GBP
83.1827 EUR
84.2182 EUR
84.2830 EUR
84.4000 EUR
84.6500 EUR
84.6750 EUR
84.7076 EUR
84.7500 EUR
84.8244 EUR
84.8877 EUR
 
83.3500 EUR
83.7840 EUR
83.8873 EUR
84.2109 EUR
84.4000 EUR
84.4017 EUR
84.4297 EUR
84.4388 EUR
84.5789 EUR
84.6500 EUR
84.7393 EUR
84.7500 EUR



 
(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:


6 January 2020




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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