REG - BkofA Merrill Lynch MGM Resorts Intnl. - Form 8.3 - MGM Resorts International

MGM Resorts InternationalAnnouncement

19/01/2021 12:25

RNS Number : 1994M
  
Bank of America Merrill Lynch
  
19 January 2021
  
 


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: 






Bank of America Corporation







(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






MGM Resorts International







(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 






18/01/2021







(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"






NO 
 

If YES, specify which: 



 



 




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 - US5529531015








Interests


Short Positions




Number


%


Number


%







(1) 


Relevant securities owned

and/or controlled: 






7,191,184


1.454%


2,243,136


0.453% 







(2) 


Cash-settled derivatives: 






3,610,211


0.73% 


5,937,253


1.2% 







(3) 


Stock-settled derivatives

(including options) and

agreements to purchase/sell: 






199,764


0.04% 


128,500


0.026% 




TOTAL:


10,986,482


2.224%


8,286,436


1.679%



 

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: 


N/A 




Details, including nature of the rights 

concerned and relevant percentages: 


N/A 



 




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




Common - ISIN US5529531015


Purchase


900


29.568 USD




Common - ISIN US5529531015


Purchase


400


29.57 USD




Common - ISIN US5529531015


Purchase


213


29.649 USD




Common - ISIN US5529531015


Purchase


4,800


29.732 USD




Common - ISIN US5529531015


Purchase


1,470


29.741 USD




Common - ISIN US5529531015


Purchase


100


29.795 USD




Common - ISIN US5529531015


Purchase


6,794


29.835 USD



 



Class of relevant security


Purchase/sale


Number of 

securities


Price per unit




Common - ISIN US5529531015


Sale


2,600


29.568 USD




Common - ISIN US5529531015


Sale


5,550


29.682 USD




Common - ISIN US5529531015


Sale


788


29.745 USD




Common - ISIN US5529531015


Sale


2,096


29.76 USD




Common - ISIN US5529531015


Sale


1,762


29.856 USD




Common - ISIN US5529531015


Sale


1,142


29.906 USD




Common - ISIN US5529531015


Sale


1,130


29.922 USD




Common - ISIN US5529531015


Sale


7,064


29.929 USD




Common - ISIN US5529531015


Sale


173


30.032 USD




Common - ISIN US5529531015


Sale


148


30.058 USD



 



(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




N/A


N/A


N/A


N/A


N/A



 



(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




N/A


N/A


N/A


N/A


N/A


N/A


N/A


N/A







(ii)


Exercise







Class of relevant security


Product description

e.g. call option


Exercising/

exercised

against 


Number of 

securities 


Exercise Price per 

unit 




N/A


N/A


N/A


N/A


N/A



 



(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)




N/A


N/A


N/A


N/A



 



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:


19/01/2021




Contact name:


Tolu Tade




Telephone number:


+44207 996 3410



 
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. 
 
 
 
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: 






Bank of America Corporation







Name of offeror/offeree in relation to whose

relevant securities the disclosure relates: 






MGM Resorts International







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

e.g.

American,

European

etc. 


Expiry date




Common - ISIN US5529531015


Call Option


Long


150,000


20 USD


AMERICAN


15/01/2021




Common - ISIN US5529531015


Put Option


Long


26,300


13 USD


AMERICAN


15/01/2021




Common - ISIN US5529531015


Call OTC Derivatives


Long


49,764


30.770 USD


EXOTIC


10/05/2021




Common - ISIN US5529531015


Call Option


Short


100,000


27 USD


AMERICAN


19/03/2021




Common - ISIN US5529531015


Call Option


Short


1,100


32 USD


AMERICAN


15/01/2021




Common - ISIN US5529531015


Call Option


Short


1,000


33 USD


AMERICAN


15/01/2021




Common - ISIN US5529531015


Call Option


Short


100


35 USD


AMERICAN


19/03/2021







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: 




None



 
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

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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