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:
|
Jefferies
International Limited
|
|
(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.
|
|
|
(c) Name of offeror/offeree
in relation to whose relevant securities this form
relates:
Use
a separate form for each offeror/offeree
|
Smith (DS)
Plc
|
|
(d) If an exempt fund manager
connected with an offeror/offeree, state this and specify identity
of offeror/offeree:
|
|
|
(e) Date position
held/dealing undertaken:
For
an opening position disclosure, state the latest practicable date
prior to the disclosure
|
25th April 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"
|
N/A
|
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:
|
10p
ordinary
|
|
|
Interests
|
Short
positions
|
|
|
Number
|
%
|
Number
|
%
|
|
(1) Relevant securities owned
and/or controlled:
|
14,413,857
|
1.045
|
|
|
|
(2) Cash-settled
derivatives:
|
34,972
|
0.003
|
14,198,829
|
1.029
|
|
(3) Stock-settled derivatives
(including options) and agreements to
purchase/sell:
|
|
|
|
|
|
TOTAL:
|
14,448,829
|
1.048
|
14,198,829
|
1.029
|
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
(GBX)
|
|
10p
ordinary
|
Purchase
Sale
|
50,000
50,000
18,543
2,926
28,531
65,000
286,145
24,841
3,028
28,367
43,764
1,812,122
72,346
380
2,943
58,302
4,485,438
14,322
100,000
520
14,332
28,428
7,209
9,331
3,770
9,908
3,035
1,560
389
778
8,271
2,524
391
1,169
7,047
7,634
347
11,617
9,445
15,176
2,381
38,968
5,324
41,017
3,442
37,248
865
6,821
382
5,816
1,140
6,807
300,000
13,822
2,432
9,499
5,388
2,212
1,520
380
6,236
380
58,682
15,157
1,579
6,863
950
909
71
1,051
1,289
691
1,128
1,649
1,158
954
|
330.0000
330.2000
330.6000
330.7000
330.8000
333.6300
338.3282
339.1000
339.2000
339.3000
339.4000
340.0000
341.5230
341.8000
342.1142
342.2000
343.0032
343.0465
330.9007
331.8000
332.2000
332.4000
332.6000
332.8000
332.9000
333.0000
333.2000
333.4000
333.6000
333.7000
333.8000
334.0000
334.1000
334.2000
334.4000
334.6000
334.7000
334.8000
337.0000
338.8000
338.9000
339.0000
339.1000
339.2000
339.3000
339.4000
339.5000
339.6000
339.7000
339.8000
339.9000
340.0000
340.0213
340.2000
340.3000
340.4000
340.8000
341.2000
341.6000
341.8000
342.0000
342.1000
342.1974
342.2000
342.3000
342.4000
342.5000
342.6000
342.7000
342.8000
342.9000
343.0000
343.4000
343.8000
344.6000
345.2000
|
(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
(GBX)
|
|
10p
ordinary
|
Swap
Swap
Swap
Swap
Swap
Swap
Swap
Swap
Swap
Swap
|
Reducing
a short position
Reducing
a short position
Reducing
a short position
Reducing
a short position
Increasing a short position
Increasing a short position
Increasing a short position
Increasing a short position
Increasing a short position
Increasing a short position
|
57,318
42,682
150,000
150,000
862,520
949,602
37,912
34,434
2,350,492
2,134,946
|
330.9007
330.9007
340.0213
340.0213
340.0000
340.0000
341.5230
341.5230
343.0031
343.0031
|
(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)
|
|
|
|
|
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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:
|
14th May
2024
|
Contact name:
|
Robin
Greenwood
|
Telephone number
|
020 7029
8595
|
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.