SHIRE AMENDMENT (Section 2(a))
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. LLC |
(b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | ABBVIE INC |
(c) Name of the party to the offer with which exempt principal trader is connected: | SHIRE PLC |
(d) Date dealing undertaken: | 17 JULY 2014 |
(e) Has the EPT previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer? | Yes |
2. DEALINGS BY THE EXEMPT PRINCIPAL TRADER
(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 |
COMMON STOCK | PURCHASES | 224,000 | 30.9815 GBP | 30.9815 GBP |
COMMON STOCK | PURCHASES | 3,318,275 | 54.9900 USD | 52.8800 USD |
COMMON STOCK | SALES | 3,602,344 | 54.9900 USD | 52.8900 USD |
(b) Derivatives transactions (other than options)
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 |
N/A | N/A | N/A | N/A | N/A |
(c) Options transactions in respect of existing securities
(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 |
COMMON STOCK | CALL | PURCHASE | 1,000 | 55.0000 | A | 19/07/2014 | 0.2000 USD |
COMMON STOCK | CALL | PURCHASE | 5,000 | 55.0000 | A | 19/07/2014 | 0.2000 USD |
COMMON STOCK | CALL | PURCHASE | 1,800 | 57.5000 | A | 16/08/2014 | 0.5100 USD |
COMMON STOCK | CALL | PURCHASE | 1,000 | 52.5000 | A | 19/07/2014 | 0.8500 USD |
COMMON STOCK | CALL | PURCHASE | 100 | 52.5000 | A | 19/07/2014 | 0.8500 USD |
COMMON STOCK | CALL | PURCHASE | 100 | 52.5000 | A | 19/07/2014 | 0.8500 USD |
COMMON STOCK | CALL | PURCHASE | 100 | 52.5000 | A | 19/07/2014 | 0.8500 USD |
COMMON STOCK | CALL | PURCHASE | 100 | 52.5000 | A | 19/07/2014 | 0.8500 USD |
COMMON STOCK | CALL | PURCHASE | 500 | 52.5000 | A | 19/07/2014 | 0.9500 USD |
COMMON STOCK | CALL | PURCHASE | 500 | 52.5000 | A | 19/07/2014 | 0.9500 USD |
COMMON STOCK | CALL | PURCHASE | 100 | 52.5000 | A | 19/07/2014 | 0.9500 USD |
COMMON STOCK | CALL | PURCHASE | 1,100 | 55.0000 | A | 16/08/2014 | 1.0000 USD |
COMMON STOCK | CALL | PURCHASE | 2,000 | 55.0000 | A | 16/08/2014 | 1.0000 USD |
COMMON STOCK | CALL | PURCHASE | 1,100 | 55.0000 | A | 16/08/2014 | 1.0500 USD |
COMMON STOCK | PUT | PURCHASE | 1,100 | 52.5000 | A | 16/08/2014 | 1.3000 USD |
COMMON STOCK | CALL | SALE | 100 | 55.0000 | A | 19/07/2014 | 0.2000 USD |
COMMON STOCK | CALL | SALE | 200 | 55.0000 | A | 19/07/2014 | 0.2400 USD |
COMMON STOCK | PUT | SALE | 1,500 | 52.5000 | A | 19/07/2014 | 0.5000 USD |
COMMON STOCK | PUT | SALE | 5,900 | 52.5000 | A | 19/07/2014 | 0.5000 USD |
COMMON STOCK | PUT | SALE | 3,300 | 52.5000 | A | 19/07/2014 | 0.5000 USD |
COMMON STOCK | PUT | SALE | 2,000 | 52.5000 | A | 19/07/2014 | 0.5000 USD |
COMMON STOCK | PUT | SALE | 600 | 52.5000 | A | 19/07/2014 | 0.5000 USD |
COMMON STOCK | PUT | SALE | 4,900 | 52.5000 | A | 19/07/2014 | 0.5000 USD |
COMMON STOCK | PUT | SALE | 3,400 | 52.5000 | A | 19/07/2014 | 0.5000 USD |
COMMON STOCK | PUT | SALE | 100 | 52.5000 | A | 19/07/2014 | 0.5000 USD |
COMMON STOCK | PUT | SALE | 4,500 | 52.5000 | A | 19/07/2014 | 0.5000 USD |
COMMON STOCK | PUT | SALE | 1,800 | 52.5000 | A | 19/07/2014 | 0.5000 USD |
COMMON STOCK | CALL | SALE | 1,100 | 57.5000 | A | 16/08/2014 | 0.5500 USD |
COMMON STOCK | CALL | SALE | 1,100 | 57.5000 | A | 16/08/2014 | 0.5500 USD |
COMMON STOCK | CALL | SALE | 600 | 57.5000 | A | 16/08/2014 | 0.5500 USD |
COMMON STOCK | PUT | SALE | 100 | 55.0000 | A | 19/07/2014 | 1.1300 USD |
COMMON STOCK | PUT | SALE | 1,200 | 45.0000 | A | 17/01/2015 | 1.2500 USD |
COMMON STOCK | PUT | SALE | 100 | 45.0000 | A | 17/01/2015 | 1.2500 USD |
COMMON STOCK | PUT | SALE | 1,000 | 52.5000 | A | 16/08/2014 | 1.6000 USD |
COMMON STOCK | PUT | SALE | 900 | 47.5000 | A | 17/01/2015 | 1.9000 USD |
COMMON STOCK | CALL | SALE | 100 | 52.5000 | A | 16/08/2014 | 2.3500 USD |
(ii) Exercising
Class of relevant security | Product description e.g. call option | Number of securities | Exercise price per unit |
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 |
The currency of all prices and other monetary amounts should be stated.
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.
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: 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: | 28 JULY 2014 |
| Contact name: | Darren Wickert |
| Telephone number: | +44 (0)20 7425 6578 |
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel atmonitoring@disclosure.org.uk. 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 atwww.thetakeoverpanel.org.uk.
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