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
|
26th 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:
|
15,723,228
|
1.140
|
|
|
(2) Cash-settled
derivatives:
|
34,972
|
0.003
|
15,458,200
|
1.121
|
(3) Stock-settled derivatives
(including options) and agreements to
purchase/sell:
|
|
|
|
|
TOTAL:
|
15,758,200
|
1.142
|
15,458,200
|
1.121
|
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
|
965
5,092
5,745
13,640
727
25,000
4
7,325
2,620
2,620
3,930
1,310
1,310
3,930
13,100
2,620
29,149
7,531
1,310
6,550
7,236
70,921
23,279
35,987
557,516
182,880
6,772
7,859
8,918
82,164
53,553
9,169
37,636
25,159
58,354
59,254
13,426
795,803
25,616
10,207
10,923
10,480
2,562
7,860
32,573
3,851
23,836
2,620
1,310
248,036
42,298
219,402
94,441
1,169
4,166
1,148
1,989
26
2,243
746
62,256
1,776
143,803
750,000
|
336.5000
336.6000
336.8000
337.0000
337.1000
337.3000
337.3578
337.5421
337.7000
337.9000
338.3000
338.4000
338.5000
338.6000
338.7000
338.8000
338.9000
339.1000
339.2000
339.3000
339.6000
339.7000
339.8000
339.9000
340.0000
340.0932
340.1000
340.2000
340.3000
340.4000
340.5000
340.6000
340.7000
340.8000
340.9000
341.0000
341.2000
341.2728
341.3000
341.4000
341.5000
341.6000
341.7000
341.8000
341.9000
342.0000
342.1000
342.2000
342.3000
345.0806
347.9626
331.1466
332.4335
337.1042
337.4000
337.6000
337.8000
338.0000
340.0508
340.0509
340.0510
340.0512
340.3541
340.6930
|
(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
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
Increasing a short position
Increasing a short position
Increasing a short position
Increasing a short position
|
35,396
19,006
165,000
94,441
159,408
144,789
95,835
87,045
417,023
378,780
129,980
118,056
20,133
22,165
|
331.1466
331.1466
331.1466
332.4335
340.0000
340.0000
340.0932
340.0932
341.2728
341.2728
345.0806
345.0806
347.9626
347.9626
|
(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:
|
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.