REG - Goldman Sachs & Co. Willis Towers Watson - Form 38.5(b) - Willis Towers Watson plc
FORM 38.5(b)
IRISH TAKEOVER PANEL
DISCLOSURE UNDER RULE 38.5(b) OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2013
DEALINGS BY CONNECTED EXEMPT PRINCIPAL TRADERS WITHOUT RECOGNISED INTERMEDIARY STATUS, OR WITH RECOGNISED INTERMEDIARY STATUS BUT NOT DEALING IN A CLIENT-SERVING CAPACITY
1. KEY INFORMATION
Name of exempt principal trader
GOLDMAN SACHS & CO. LLC
Company dealt in
WILLIS TOWERS WATSON PLC
Class of relevant security to which the dealings being disclosed relate (Note1)
USD 0.000304635 ordinary shares
Date of dealing
11 June 2021
2. INTERESTS AND SHORT POSITIONS
(a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 2)
Long
Short
Number
(%)
Number
(%)
(1) Relevant securities
2,226,174.542
(1.72)
2,179,049.542
(1.68)
(2) Derivatives (other than options)
642,361
(0.49)
2,626,630
(2.03)
(3) Options and agreements to purchase/sell
0
(0.00)
0
(0.00)
Total
2,868,535.542
(2.22)
4,805,679.542
(3.72)
(b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 2)
Class of relevant security:
Long
Short
Number
(%)
Number
(%)
(1) Relevant securities
(2) Derivatives (other than options)
(3) Options and agreements to purchase/sell
Total
3. DEALINGS (Note 3)
(a) Purchases and sales
Purchase/sale
Number of relevant securities
Price per unit (Note 4)
Purchase
36
257.4900 USD
Purchase
9
258.9200 USD
Sale
100
256.5850 USD
Sale
39
256.7300 USD
Sale
20
256.7500 USD
Sale
100
257.0950 USD
Sale
100
257.1600 USD
Sale
100
257.2400 USD
Sale
100
257.3400 USD
Sale
100
257.3400 USD
Sale
100
257.3500 USD
Sale
100
257.3500 USD
Sale
100
257.3550 USD
Sale
1
257.4900 USD
Sale
2
257.4900 USD
Sale
140
257.4900 USD
Sale
285
257.4900 USD
Sale
100
257.7200 USD
Sale (Borrow Partial Return)
16,200
N/A
(b) Derivatives transactions (other than options transactions)
Product name, e.g. CFD
Nature of transaction (Note 5)
Number of relevant securities (Note 6)
Price per unit (Note 4)
CFD
Reducing a long position
109
257.5607 USD
(c) Options transactions in respect of existing relevant securities
(i) Writing, selling, purchasing or varying
Product name,e.g. call option
Writing, selling, purchasing, varying etc.
Number of securities to which the option relates (Note 7)
Exercise price
Type, e.g. American, European etc.
Expiry date
Option money paid/received per unit (Note 4)
(ii) Exercising
Product name,e.g. call option
Number of securities
Exercise price per unit (Note 4)
(d) Other dealings (including transactions in respect of new securities) (Note 3)
Nature of transaction (Note 7)
Details
Price per unit (if applicable) (Note 4)
4. OTHER INFORMATION
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.
NONE
Is a Supplemental Form 8 attached? (Note 9) YES
Date of disclosure
14 June 2021
Contact name
Paul Grainger and Kashif Rafiq
Telephone number
+44(20) 7552 9835 / +44(20) 7051 0547
Name of offeree/offeror with which connected
WILLIS TOWERS WATSON PLC
Nature of connection (Note 9)
Advisor to Offeree
SUPPLEMENTAL FORM 38.5(b)
IRISH TAKEOVER PANEL
DISCLOSURE UNDER RULE 38.5(b) OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2013
DETAILS OF OPEN POSITIONS
OPEN POSITIONS (Note 1)
Product name,e.g. call option
Written or purchased
Number of relevant securities to which the option or derivative relates
Exercise price (Note 2)
Type, e.g. American, European etc.
Expiry date
Swap
Sold
185
0.0000
N/A
23/09/2021
Swap
Sold
562
0.0000
N/A
29/06/2021
Swap
Sold
36,084
0.0000
N/A
16/05/2022
Swap
Sold
84,311
0.0000
N/A
16/05/2022
Swap
Sold
140,000
0.0000
N/A
25/03/2022
Swap
Sold
140,000
0.0000
N/A
24/03/2022
Swap
Purchased
597,000
0.0000
N/A
04/01/2023
Swap
Sold
597,000
0.0000
N/A
04/01/2023
Notes
1. Where there are open option positions or open derivative positions (except for CFDs), full details should be given. Full details of any existing agreements to purchase or to sell must also be given on this form.
2. For all prices and other monetary amounts, the currency must be stated.
For full details of disclosure requirements, see Rules 8 and 38.5 of the Rules. If in doubt, consult the Panel.
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