REG - Morgan Stanley & Co. Qualcomm Inc - Form 8.5 (EPT/RI) - Aqua Acquisition Sub LLC

QualcommAnnouncement

12/12/2025 10:30

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RNS Number : 3942L  Morgan Stanley & Co. Int'l plc  12 December 2025

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:                                            Morgan Stanley & Co. International plc
 (b) Name of offeror/offeree in relation to whose relevant securities this form  Aqua Acquisition Sub LLC (an indirect wholly-owned subsidiary of Qualcomm
 relates:                                                                        Incorporated)

      Use a separate form for each offeror/offeree
 (c) Name of the party to the offer with which exempt principal trader is        Alphawave IP Group plc
 connected:
 (d) Date dealing undertaken:                                                    11 December 2025
 (e) In addition to the company in 1(b) above, is the exempt principal trader    YES- Alphawave IP Group plc
 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

 USD 0.0001 common           PURCHASES         83                          153.4589 EUR                          152.0297 EUR
 USD 0.0001 common           SALES             84                          154.3200 EUR                          152.0320 EUR
 USD 0.0001 common           PURCHASES         24,862                      181.3700 USD                          178.1500 USD
 USD 0.0001 common           SALES             8,860                       181.3700 USD                          178.1500 USD

 

(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 long/short position, increasing/reducing a long/short
                                                                                             position
 USD 0.0001 common           CFD                                                             increasing a long position                                                     625,205                         179.5000 USD
 USD 0.0001 common           CFD                                                             reducing a long position                                                       625,205                         179.5000 USD
 USD 0.0001 common           CFD                                                             reducing a short position                                                      1                               152.3600 EUR
 USD 0.0001 common           Constant Leverage Certificate (ISIN  DE000MC2RF81)              LONG                                                                           400                             4.0200 EUR
 USD 0.0001 common           Miscellaneous Leverage Without Knock Out (ISIN  DE000MM6QF79)   SHORT                                                                          100                             1.1000 EUR
 USD 0.0001 common           Open End Knock Out Warrant (ISIN  DE000MD7MBU6)                 LONG                                                                           200                             5.1600 EUR
 USD 0.0001 common           Open End Knock Out Warrant (ISIN  DE000MK631G2)                 LONG                                                                           500                             4.5000 EUR
 USD 0.0001 common           Warrants  (ISIN  DE000MB9BJS4)                                  LONG                                                                           2,400                           0.0770 EUR
 USD 0.0001 common           Warrants  (ISIN  DE000MB9KX99)                                  SHORT                                                                          500                             3.0300 EUR
 USD 0.0001 common           Warrants  (ISIN  DE000ME65YX7)                                  LONG                                                                           638                             1.9000 EUR
 USD 0.0001 common           Warrants  (ISIN  DE000MG83VC5)                                  LONG                                                                           1,000                           0.1900 EUR
 USD 0.0001 common           Warrants  (ISIN  DE000MG9GUQ9)                                  LONG                                                                           1,500                           2.5200 EUR
 USD 0.0001 common           Warrants  (ISIN  DE000MJ5QFE0)                                  SHORT                                                                          30,000                          1.6900 EUR
 USD 0.0001 common           Warrants  (ISIN  DE000MJ85PX2)                                  LONG                                                                           4,500                           2.8328 EUR
 USD 0.0001 common           Warrants  (ISIN  DE000MK9KFN3)                                  LONG                                                                           1,600                           3.9500 EUR
 USD 0.0001 common           Warrants  (ISIN  DE000MK9KFP8)                                  SHORT                                                                          300                             3.9100 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                           Expiry date  Option money paid/ received per unit

                                                                                                                                                                                      e.g. American, European etc.
 USD 0.0001 common           CALL                                  WRITING                                     11,100                                        150.0000                 European                       20/03/2026   3,373.0000 USD
 USD 0.0001 common           CALL                                  PURCHASING                                  11,100                                        150.0000                 European                       20/03/2026   3,373.0000 USD

 

(ii)        Exercise

 

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

                             e.g. call option
 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               Details  Price per unit (if applicable)

                             e.g. subscription, conversion
 N/A                         N/A                             N/A      N/A

 

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:  12 December 2025
 Contact name:        Claire Gordon
 Telephone number:    +44 141 245-8893

 

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
(http://www.thetakeoverpanel.org.uk) .

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