AMENDMENT
FORM 8.3
PUBLIC OPENING POSITION
DISCLOSURE/DEALING 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 discloser:
|
JPMorgan Asset Management
|
|
(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.
|
N/A
|
|
(c)
Name of offeror/offeree in relation to whose
relevant securities this form
relates:
Use a separate form for each
offeror/offeree
|
International Paper Company
|
|
(d)
If an exempt fund manager connected with an
offeror/offeree, state this and
specify identity of
offeror/offeree:
|
Corporate broker to Smith (DS) Plc
|
|
(e)
Date position held/dealing undertaken:
For an opening position disclosure,
state the latest
practicable date prior to the
disclosure
|
20
November 2024
|
|
(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, Smith (DS) plc
|
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 (if any)
|
Class of relevant security:
|
common
stock
|
|
|
Interests
|
Short
positions
|
|
|
Number
|
%
|
Number
|
%
|
|
(1)
Relevant securities owned and/or controlled:
|
6,676,215*
|
1.92*
|
676,355
|
0.19
|
|
(2)
Cash-settled derivatives:
|
300
|
0.00
|
397,796
|
0.11
|
|
(3)
Stock-settled derivatives (including options) and agreements to
purchase/sell:
|
|
|
|
|
|
TOTAL:
|
6,676,515*
|
1.92*
|
1,074,151
|
0.31
|
*In addition to the dealings in section 3a or
b, there is a increase in the holding of 216 Ordinary Shares due to
a transfer
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).
(b) Rights to subscribe for new
securities (including directors' and other
employee options)
|
Class of relevant security in relation to which subscription
right exists:
|
|
|
Details, including nature of the rights concerned and relevant
percentages:
|
|
3. DEALINGS (IF ANY) 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
|
Class of relevant
security
|
Purchase/sale
|
Number of
securities
|
Price per
unit
|
|
common
stock
|
Purchase
Purchase
Purchase
Purchase
Purchase
Sale
Sale
Sale
Sale
Sale
|
20,032
596
9
16
9
1
2
34
2
7,459
|
59.1147 USD
59.1281 USD
58.7800 USD
59.1100 USD
58.9500 USD
58.7700 USD
58.8000 USD
58.9000 USD
58.7900 USD
58.8400 USD
|
(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
|
|
common
stock
|
Equity
Swap
|
Increasing a Short
Position
Increasing a Short
Position
Increasing a Short
Position
Reducing a Short
Position
Reducing a Short
Position
Reducing a Short
Position
|
204
155
50
250
189
50
|
57.9062
USD
57.9061 USD
58.8800 USD
58.8959 USD
58.8959 USD
58.9048 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
|
|
|
|
|
|
|
|
|
|
(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 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, 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 person 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
|
(c)
Attachments
|
Is
a Supplemental Form 8 (Open Positions) attached?
|
No
|
|
Date of disclosure:
|
22
November 2024
|
|
Contact name:
|
Hetvi Shah
|
|
Telephone number*:
|
44
2034936359
|
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 disclosure requirements on
+44 (0)20 7638 0129.
*If the discloser is a natural person, a telephone number does
not need to be included, provided contact information has been
provided to the Panel's Market Surveillance Unit.
The Code can be viewed on the Panel's website at
www.thetakeoverpanel.org.uk.