PUBLIC OPENING POSITION DISCLOSURE / TRANSACTION DISCLOSURE BY
A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code (the “Code”)
1. KEY INFORMATION
|(a) Full name of the discloser:||Boussard & Gavaudan Investment Management LLP
Boussard & Gavaudan Asset Management SEC
Boussard & Gavaudan Gestion SAS
acting on behalf of various funds
|(b) Owner or controller of the disclosed interests and short positions, if different from 1 (a):
The designation of nominees or vehicle companies is insufficient. For a trust, the trustee (s), settlor and beneficiaries must be named.
|(c) Name of the offeror / officer for the relevant titles to which this form relates:
Use a separate form for each offeror / beneficiary
|(d) If an exempt fund manager is related to an offeror / offeror, indicate this and specify the identity of the offeror / offeror:|
|(e) Date of position held / transaction undertaken:
For an open position disclosure, indicate the last practicable date before the disclosure
|23 December 2021|
|(f) In addition to the company mentioned in 1 (c) above, does the discloser make any disclosures with respect to any other party to the offer?
If it is a cash offer or a possible cash offer, indicate “N / A”
|N / A|
2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE
If there are positions or rights to be subscribed to be disclosed in more than one category of relevant securities of the offeror or offender named in point 1 (c), copy table 2 (a) or (b) (depending on the case) for each additional category of relevant titles. Security.
(a) Interests and short positions in the relevant securities of the offeror or the offender to which the disclosure relates as a result of the transaction (if applicable)
|Relevant safety class:||Ordinary NPV
|(1) Relevant securities held and / or controlled:||5,841,272||1.90%|
|(2) Derivatives settled in cash:||2,235,696||0.72%|
|(3) Derivatives settled in shares (including options) and buy / sell agreements:|
All interest and short positions must be disclosed.
Details of all open settled derivative positions in equities (including traded options) or relevant securities buy or sell agreements should be provided on a Supplemental Form 8 (Open Positions).
(b) Subscription rights for new securities (including options for directors and other employees)
|Class of transferable security concerned in relation to which there is a subscription right:|
|Details, including the nature of the rights concerned and the relevant percentages:|
3. TRANSACTIONS (IF APPLICABLE) BY THE PERSON MAKING THE DISCLOSURE
When there have been transactions on more than one category of relevant securities of the offeror or the offender named in point 1 (c), copy table 3 (a), (b), (c) or (d ) (as the case may be) for each class of securities concerned processed.
The currency of all prices and other monetary amounts must be indicated.
(a) Purchases and sales
|Relevant safety class||Buy Sell||Number of titles||Price per unit|
(b) Cash-settled derivative transactions
|Relevant safety class||Product Description
|Nature of the transaction
For example, open / close a long / short position, increase / decrease a long / short position
|Number of benchmark titles||Price per unit|
|Ordinary NPV||CFD||Increase a long position||7,183||733.00|
|Ordinary NPV||CFD||Increase a long position||51 084||730.00|
|Ordinary NPV||CFD||Increase a long position||68 164||734.24|
(c) Equity-settled derivative transactions (including options)
(i) Write, sell, buy or modify
|Relevant safety class||Product Description for example purchase option||Write, buy, sell, vary, etc.||Number of securities to which the option relates||Unit exercise price||Type
for example American, European, etc.
|Expiration date||Option money paid / received per unit|
|Relevant safety class||Product Description
for example purchase option
|Exercise / exercised against||Number of titles||Unit exercise price|
(d) Other operations (including the subscription of new securities)
|Relevant safety class||Nature of the transaction
e.g. subscription, conversion
|Details||Unit price (if applicable)|
4. OTHER INFORMATION
(a) Indemnification and other trade agreements
|Details of any indemnity or option agreement, or any agreement or arrangement, formal or informal, relating to the relevant securities which may be an inducement to trade or refrain from trading entered into by the person 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, indicate “none”
(b) Agreements, arrangements or understandings relating to options or derivatives
|Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person regarding:
(i) the voting rights of any security concerned by virtue of an option; Where
(ii) voting rights or the future acquisition or disposal of any relevant security to which a derivative is referenced:
If there are no such agreements, arrangements or understandings, indicate “none”
|Is an additional form 8 (open positions) attached?||NO|
|Disclosure Date:||24e december 2021|
|Name of the contact:||
+44 203 751 54 12
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 regarding the Code’s disclosure requirements on +44 (0) 20 7638 0129.
* If the discloser is a natural person, it is not necessary to provide a telephone number, provided the contact details have been provided to the Panel’s Market Monitoring Unit.
The Code can be viewed on the Group’s website at www.thetakeoverpanel.org.uk.