REG - Citigroup Global Mkt Pearson PLC - Form 8.5 (EPT/RI)

PearsonAnnouncement

29/03/2022 09:30

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RNS Number : 3734G  Citigroup Global Markets Limited  29 March 2022

 

 

 

 

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:                                          Citigroup Global Markets Limited
 (b) Name of offeror/offeree in relation to whose                              Pearson plc

relevant securities this form relates:

Use a separate form for each offeror/offeree
 (c) Name of the party to the offer with which exempt                          Pearson plc

principal trader is connected:
 (d) Date dealing undertaken:                                                  28 March 2022
 (e) In addition to the company in 1(b) above, is the exempt principal trader  N/A
 making disclosures in respect of any other party to this offer?

If it is a cash offer or possible cash offer, state "N/A"

 

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  Lowest price per unit paid/received

(GBP)
(GBP)
 25p ordinary                Purchase          449,638                     7.9800                                7.8520
 25p ordinary                Sale              165,783                     7.9331                                7.8790

 

(b) Cash-settled derivative transactions

 

 

 Class of relevant security  Product description     Nature of dealing          Number of reference securities  Price per unit

e.g. CFD
e.g. opening/closing a
(GBP)

long/short position,

increasing/reducing a

long/short position
 25p ordinary                TRS                     Reducing Short Position    8,117                           7.9056
 25p ordinary                TRS                     Reducing Short Position    796                             7.8985
 25p ordinary                TRS                     Reducing Long Position     9,807                           7.9228
 25p ordinary                TRS                     Increasing Short Position  180,544                         7.9033
 25p ordinary                TRS                     Reducing Short Position    9,463                           7.8986
 25p ordinary                TRS                     Reducing Short Position    483                             7.9331
 25p ordinary                TRS                     Reducing Short Position    1,727                           7.9266
 25p ordinary                TRS                     Reducing Short Position    6,266                           7.8870
 25p ordinary                TRS                     Increasing Long Position   16,740                          7.8808
 25p ordinary                TRS                     Reducing Long Position     209                             7.9800
 25p ordinary                TRS                     Increasing Long Position   190                             7.8840
 25p ordinary                TRS                     Reducing Short Position    35,173                          7.9126
 25p ordinary                TRS                     Reducing Short Position    92                              7.9292
 25p ordinary                TRS                     Reducing Short Position    13,778                          7.9000
 25p ordinary                TRS                     Closing Long Position      1                               7.9000
 25p ordinary                TRS                     Reducing Long Position     926                             7.9636
 25p ordinary                TRS                     Reducing Short Position    40,952                          7.8998
 25p ordinary                TRS                     Increasing Short Position  96,882                          7.8986
 25p ordinary                TRS                     Reducing Long Position     169                             7.9240
 25p ordinary                TRS                     Reducing Short Position    196                             7.9122
 25p ordinary                TRS                     Reducing Short Position    684                             7.9146
 25p ordinary                TRS                     Increasing Short Position  34,025                          7.9006
 25p ordinary                TRS                     Increasing Long Position   960                             7.8790
 25p ordinary                TRS                     Reducing Long Position     4,635                           7.9450
 25p ordinary                TRS                     Increasing Long Position   193                             7.8900
 25p ordinary                TRS                     Increasing Long Position   517                             7.8838

 

(c) Stock-settled derivative transactions (including options)

 

(i) Writing, selling, purchasing or varying

 

 Class of relevant security  Product description     Writing, purchasing,  Number of securities to  Exercise price per unit  Type             Expiry date  Option money paid/ received per unit

e.g. call option
selling,
which option relates
e.g. American,

varying etc.
European etc.

 

 

(ii) Exercise

 

 

 Class of relevant security  Product description     Exercising/ exercised against  Number of    Exercise price per unit

e.g. call option
securities

 

(d) Other dealings (including subscribing for new securities)

 

 

 Class of relevant security  Nature of dealing               Details  Price per unit

e.g. subscription, conversion
(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:  29 March 2022
 Contact name:        Craig Watson
 Telephone number:    +44 (28) 9040-9605

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information

Service and must also be emailed to the Takeover Panel at
monitoring@disclosure.org.uk.

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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