REG - Nomura Holdings, Inc Takeda Pharma.Co.Ltd - Form 8 (DD) - Takeda Pharmaceutical Company Ltd
RNS Number : 7089YNomura Holdings, Inc23 August 2018FORM 8.4 (DD)
PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)
Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Full name of discloser:
Nomura Holdings Inc.
(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.
NA
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each offeror/offeree
Takeda Pharmaceutical Company Limited
(d) Status of person making the disclosure:
e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)
Joint Financial Advisor to Takeda Pharmaceutical Company Limited
(e) Date dealing undertaken:
22 August 2018
(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"
YES / NO / N/A
If YES, specify which: NO
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
Class of relevant security: JP3463000004
Ordinary shares
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
636,053
0.081
216,070
0.028
(2) Cash-settled derivatives:
216,070
0.028
330,200
0.042
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
0
0.000
112,700
0.014
TOTAL:
852,123
0.109
658,970
0.084
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).
Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).
(b) Rights to subscribe for new securities (including directors' and other employee options)
Class of relevant security in relation to which subscription right exists:
Nil
Details, including nature of the rights concerned and relevant percentages:
Nil
3. DEALINGS 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
(i) Party to an offer or person acting in concert (except for a principal trader in the same group as a connected adviser)
Class of relevant security
Purchase/sale
Number of securities
Price per unit
(ii) Principal trader where the sole reason for the connection is that the principal trader is in the same group as a connected adviser
Class of relevant security
Purchases/ sales
Total number of securities
Highest price per unit paid/received
Lowest price per unit paid/received
Ordinary
Purchase
209,500
4566.1270
4535.3628
Ordinary
Purchase
33,100
4574.0000
4563.0100
Ordinary
Sale
194,400
4573.3008
4545.3896
Ordinary
Sale
34,100
4574.0000
4574.0000
(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 shares
Swap
Long
700
4545.5714
Ordinary shares
Swap
Long
1,000
4550.5449
Ordinary shares
Swap
Long
17,100
4552.6023
Ordinary shares
Swap
Long
5,800
4559.3448
Ordinary shares
Swap
Long
21,500
4559.6418
Ordinary shares
Swap
Long
40,100
4560.2868
Ordinary shares
Swap
Long
32,100
4561.6978
Ordinary shares
Swap
Long
44,300
4562.0840
Ordinary shares
Swap
Long
8,500
4563.7588
Ordinary shares
Swap
Long
22,400
4564.8259
Ordinary shares
Swap
Long
900
4573.6667
Ordinary shares
Swap
Short
100
4535.0000
Ordinary shares
Swap
Short
33,300
4556.4715
Ordinary shares
Swap
Short
69,000
4557.7333
Ordinary shares
Swap
Short
30,100
4559.4528
Ordinary shares
Swap
Short
4,600
4559.8261
Ordinary shares
Swap
Short
4,900
4561.6296
Ordinary shares
Swap
Short
8,700
4561.8660
Ordinary shares
Swap
Short
8,600
4561.9930
Ordinary shares
Swap
Short
40,500
4563.5160
Ordinary shares
Swap
Short
9,700
4565.9443
(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
Ordinary
Put Option
Purchasing
6,500
4,564
European
30-Aug-21
N/A
(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)
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 party to the offer or person acting in concert making the disclosure and any other person:
Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none"
NA
(b) Agreements, arrangements or understandings relating to options or derivatives
Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer or person acting in concert 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"
NA
(c) Attachments
Are any Supplemental Forms attached?
Supplemental Form 8 (Open Positions)
YES
Supplemental Form 8 (SBL)
YES
Date of disclosure:
23 August 2018
Contact name:
Kyere Tabiri
Telephone number:
020 7102 1267
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.rns-pdf.londonstockexchange.com/rns/7089Y_1-2018-8-23.pdf
http://www.rns-pdf.londonstockexchange.com/rns/7089Y_2-2018-8-23.pdf
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