Form 8.5 (EPT/RI) - Replaces TAKEAWAY.COM N.V.
Source: RNSAMENDMENT Section (2a)
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 relates: Use a separate form for each offeror/offeree |
Takeaway.com N.V. |
(c) Name of the party to the offer with which exempt principal trader is connected: |
Prosus N.V. |
(d) Date dealing undertaken: |
06 NOVEMBER 2019 |
(e) In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer? If it is a cash offer or possible cash offer, state "N/A" |
Yes - Just Eat plc |
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 |
EUR 0.04 |
PURCHASES |
62,952 |
73.0000 EUR |
71.0000 EUR |
EUR 0.04 |
SALES |
65,861 |
73.0000 EUR |
71.0500 EUR |
(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 |
EUR 0.04 |
CFD |
LONG |
2 |
71.100 EUR |
EUR 0.04 |
CFD |
LONG |
1,554 |
71.7791 EUR |
EUR 0.04 |
CFD |
LONG |
100 |
71.9478 EUR |
EUR 0.04 |
CFD |
LONG |
188 |
71.9702 EUR |
EUR 0.04 |
CFD |
LONG |
54 |
72.0098 EUR |
EUR 0.04 |
CFD |
LONG |
1,237 |
72.1131 EUR |
EUR 0.04 |
CFD |
LONG |
7 |
72.2157 EUR |
EUR 0.04 |
CFD |
LONG |
135 |
72.2500 EUR |
EUR 0.04 |
CFD |
LONG |
3,656 |
72.3099 EUR |
EUR 0.04 |
CFD |
LONG |
299 |
72.3307 EUR |
EUR 0.04 |
CFD |
LONG |
30 |
72.4099 EUR |
EUR 0.04 |
CFD |
LONG |
14,815 |
72.4961 EUR |
EUR 0.04 |
CFD |
LONG |
1,676 |
72.5073 EUR |
EUR 0.04 |
CFD |
LONG |
200 |
72.5891 EUR |
EUR 0.04 |
CFD |
LONG |
174 |
72.6045 EUR |
EUR 0.04 |
CFD |
LONG |
34 |
72.6369 EUR |
EUR 0.04 |
CFD |
LONG |
134 |
72.6460 EUR |
EUR 0.04 |
CFD |
LONG |
9,788 |
72.6500 EUR |
EUR 0.04 |
CFD |
LONG |
1,425 |
72.6780 EUR |
EUR 0.04 |
CFD |
LONG |
77 |
72.8000 EUR |
EUR 0.04 |
CFD |
LONG |
52 |
72.8478 EUR |
EUR 0.04 |
CFD |
LONG |
8 |
72.8600 EUR |
EUR 0.04 |
CFD |
LONG |
65 |
80.4526 USD |
EUR 0.04 |
CFD |
SHORT |
2,397 |
71.1489 EUR |
EUR 0.04 |
CFD |
SHORT |
58 |
71.3504 EUR |
EUR 0.04 |
CFD |
SHORT |
142 |
71.8511 EUR |
EUR 0.04 |
CFD |
SHORT |
585 |
71.8754 EUR |
EUR 0.04 |
CFD |
SHORT |
329 |
71.9000 EUR |
EUR 0.04 |
CFD |
SHORT |
100 |
71.9522 EUR |
EUR 0.04 |
CFD |
SHORT |
1,212 |
72.1079 EUR |
EUR 0.04 |
CFD |
SHORT |
550 |
72.1488 EUR |
EUR 0.04 |
CFD |
SHORT |
4,575 |
72.1786 EUR |
EUR 0.04 |
CFD |
SHORT |
122 |
72.3787 EUR |
EUR 0.04 |
CFD |
SHORT |
10 |
72.4130 EUR |
EUR 0.04 |
CFD |
SHORT |
1,058 |
72.4233 EUR |
EUR 0.04 |
CFD |
SHORT |
2,718 |
72.4304 EUR |
EUR 0.04 |
CFD |
SHORT |
1 |
72.5507 EUR |
EUR 0.04 |
CFD |
SHORT |
4,400 |
72.5727 EUR |
EUR 0.04 |
CFD |
SHORT |
8 |
72.6000 EUR |
EUR 0.04 |
CFD |
SHORT |
11,474 |
72.6500 EUR |
EUR 0.04 |
CFD |
SHORT |
323 |
72.6573 EUR |
EUR 0.04 |
CFD |
SHORT |
158 |
72.6585 EUR |
EUR 0.04 |
CFD |
SHORT |
498 |
72.6729 EUR |
EUR 0.04 |
CFD |
SHORT |
615 |
72.6841 EUR |
EUR 0.04 |
CFD |
SHORT |
65 |
80.4526 USD |
(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 |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
(ii) Exercise
Class of relevant security |
Product description e.g. call option |
Exercising/ exercised against |
Number of securities |
Exercise price per unit |
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 e.g. subscription, conversion |
Details |
Price per unit (if applicable) |
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: |
08 NOVEMBER 2019
|
Contact name: |
Craig Horsley
|
Telephone number: |
+44(141) 245 7736
|
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.
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