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RNS Number : 7793H Spirit Biosciences Capital LLC 07 May 2025
FORM 8.3
IRISH TAKEOVER PANEL
OPENING POSITION DISCLOSURE/DEALING DISCLOSURE UNDER
RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER
RULES, 2022 BY PERSONS WITH INTERESTS IN RELEVANT
SECURITIES REPRESENTING 1% OR MORE
1. KEY INFORMATION
(a) Full name of discloser Spirit Biosciences Capital LLC
(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 Mural Oncology plc
form 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 (Note 1)
(e) Date position held/dealing undertaken 15(th) April 2025
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 also making NO
disclosures in respect of any other party to the offer?
If it is a cash offer or possible cash offer, state "N/A"
2. INTERESTS AND SHORT POSITIONS
If there are interests and short positions to disclose in more than one class
of relevant securities of the offeror or offeree named in 1(c), copy table 2
for each additional class of relevant security.
Interests and short positions in the relevant securities of the offeror or
offeree to which the disclosure relates following the dealing (if any) (Note
2)
Class of relevant security (Note 3) Ordinary shares of US$0.01 each
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled 382,423 2.1
(2) Cash-settled derivatives
(3) Stock-settled derivatives (including options) and agreements to
purchase/ sell
Total 382,423 2.1
All interests and all short positions should be disclosed.
Details of options including rights to subscribe for new securities and 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.
3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE
(Note 4)
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 (Note 5)
Ordinary shares of US$0.01 each Purchase 382,682 Average price per unit (over 1,441 individual trades): US$2.41
Minimum price per unit (over 1,441 individual trades): US$2.05
Maximum price per unit (over 1,441 individual trades): US$2.89
Ordinary shares of US$0.01 each Sale 200 US$2.75
Ordinary shares of US$0.01 each Sale 59 US$2.75
(b) Cash-settled derivative transactions
Class of Product Nature of dealing Number of Price
relevant description e.g. opening/ reference per unit
security e.g. CFD closing a long/ short position, increasing/ reducing a long/ short position securities (Note 6) (Note 5)
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
Class of Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type Expiry date Option money paid/ received per unit
relevant
security (Note 6) e.g. American, Europeanetc.
(ii) Exercise
Class of Product description e.g. call option Exercising/ exercised against Number of securities Exercise price per unit (Note 5)
relevant
security
(d) Other dealings (including transactions in respect of new
securities) (Note 3)
Class of Nature of dealing e.g. subscription, conversion, exercise Details Price per unit (if applicable) (Note 5)
relevant
security
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
Full details of any agreement, arrangement or understanding between the person
disclosing and any other person relating to the voting rights of any relevant
securities under any option referred to on this form or relating to the voting
rights or future acquisition or disposal of any relevant securities to which
any derivative referred to on this form is referenced. If none, this should be
stated.
(c) Attachments
Is a Supplemental Form 8 attached? No
Date of disclosure May 7, 2025
Contact name Zachary Malkin
Telephone number +1 630-318-0633
Public disclosures under Rule 8.3 of the Rules must be made to a Regulatory
Information Service.
NOTES ON FORM 8.3
1. See the definition of "connected fund manager" in Rule 2.2 of
Part A of the Rules.
2. See the definition of "interest in a relevant security" in Rule
2.5 of Part A of the Rules and see Rule 8.6(a) and (b) of Part B of
the Rules.
3. See the definition of "relevant securities" in Rule 2.1 of Part A
of the Rules.
4. See the definition of "dealing" in Rule 2.1 of Part A of the
Rules.
5. If the economic exposure to changes in the price of securities is
limited, for example, by virtue of a stop loss arrangement relating to a
spread bet, full details must be given.
6. See Rule 2.5(d) of Part A of the Rules.
7. If details included in a disclosure under Rule 8 are incorrect,
they should be corrected as soon as practicable in a subsequent disclosure.
Such disclosure should state clearly that it corrects
details disclosed previously, identify the disclosure or
disclosures being corrected, and provide sufficient detail for the
reader to understand the nature of the corrections. In the case of any doubt,
the Panel should be consulted.
For full details of disclosure requirements, see Rule 8 of the Rules.
If in doubt, consult the Panel.
References in these notes to "the Rules" are to the Irish Takeover Panel Act,
1997, Takeover Rules, 2022.
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