Morgan Stanley Capital Services LLC



AMENDMENT (Section 2(b))

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 Capital Services LLC

(b) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

SHIRE PLC

(c) Name of the party to the offer with which exempt principal trader is connected:

SHIRE PLC

(d) Date dealing undertaken:

15 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

ADS

PURCHASES

2,800

251.7400 USD

249.1400 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

COMMON STOCK

CFD

LONG

170

48.7946 GBP

COMMON STOCK

CFD

LONG

3,300

48.9777 GBP

COMMON STOCK

CFD

LONG

400

48.9777 GBP

COMMON STOCK

CFD

LONG

2,500

48.9777 GBP

COMMON STOCK

CFD

SHORT

3,300

48.5144 GBP

COMMON STOCK

CFD

SHORT

2,500

48.5144 GBP

COMMON STOCK

CFD

SHORT

400

48.5144 GBP

COMMON STOCK

CFD

SHORT

1,000

48.5298 GBP

COMMON STOCK

CFD

SHORT

120,000

48.6191 GBP

COMMON STOCK

CFD

SHORT

500

48.6334 GBP

COMMON STOCK

CFD

SHORT

663

48.6334 GBP

COMMON STOCK

CFD

SHORT

5,701

48.6381 GBP

COMMON STOCK

CFD

SHORT

152

48.6583 GBP

COMMON STOCK

CFD

SHORT

27,696

48.6941 GBP

COMMON STOCK

CFD

SHORT

400

48.7114 GBP

COMMON STOCK

CFD

SHORT

2,500

48.7114 GBP

COMMON STOCK

CFD

SHORT

3,300

48.7114 GBP

COMMON STOCK

CFD

SHORT

48,444

48.7230 GBP

COMMON STOCK

CFD

SHORT

4,644

48.7230 GBP

COMMON STOCK

CFD

SHORT

21,900

48.7230 GBP

COMMON STOCK

CFD

SHORT

45,012

48.7230 GBP

COMMON STOCK

CFD

SHORT

4,029

48.7603 GBP

COMMON STOCK

CFD

SHORT

120,000

48.7730 GBP

COMMON STOCK

CFD

SHORT

36,000

48.7730 GBP

COMMON STOCK

CFD

SHORT

29,000

48.8131 GBP

COMMON STOCK

CFD

SHORT

3,701

48.8700 GBP

COMMON STOCK

CFD

SHORT

2,159

48.8700 GBP

COMMON STOCK

CFD

SHORT

12,507

48.8700 GBP

COMMON STOCK

CFD

SHORT

3,240

48.8700 GBP

COMMON STOCK

CFD

SHORT

149,094

48.8700 GBP

COMMON STOCK

CFD

SHORT

927

48.8700 GBP

COMMON STOCK

CFD

SHORT

17,477

48.8700 GBP

COMMON STOCK

CFD

SHORT

2,829

48.8700 GBP

COMMON STOCK

CFD

SHORT

8,255

48.8700 GBP

COMMON STOCK

CFD

SHORT

36,333

48.9900 GBP

COMMON STOCK

CFD

SHORT

33,759

48.9900 GBP

COMMON STOCK

CFD

SHORT

16,425

48.9900 GBP

COMMON STOCK

CFD

SHORT

3,483

48.9900 GBP

COMMON STOCK

CFD

SHORT

8,248

48.9934 GBP

COMMON STOCK

CFD

SHORT

2,826

48.9934 GBP

COMMON STOCK

CFD

SHORT

17,461

48.9934 GBP

COMMON STOCK

CFD

SHORT

148,950

48.9934 GBP

COMMON STOCK

CFD

SHORT

927

48.9934 GBP

COMMON STOCK

CFD

SHORT

3,237

48.9934 GBP

COMMON STOCK

CFD

SHORT

12,496

48.9934 GBP

COMMON STOCK

CFD

SHORT

2,157

48.9934 GBP

COMMON STOCK

CFD

SHORT

3,698

48.9934 GBP

COMMON STOCK

CFD

SHORT

1,327

50.0750 GBP

COMMON STOCK

CFD

SHORT

761

50.0750 GBP

COMMON STOCK

CFD

SHORT

4,486

50.0750 GBP

COMMON STOCK

CFD

SHORT

1,162

50.0750 GBP

COMMON STOCK

CFD

SHORT

2,872

50.0750 GBP

COMMON STOCK

CFD

SHORT

1,003

50.0750 GBP

COMMON STOCK

CFD

SHORT

332

50.0750 GBP

COMMON STOCK

CFD

SHORT

53,465

50.0750 GBP

COMMON STOCK

CFD

SHORT

6,009

50.0750 GBP

COMMON STOCK

CFD

SHORT

1,014

50.0750 GBP

COMMON STOCK

CFD

SHORT

2,569

50.0750 GBP

ADS

CFD

SHORT

200

249.5800 USD

ADS

CFD

SHORT

100

249.8800 USD

ADS

CFD

SHORT

1600

249.8800 USD

ADS

CFD

SHORT

100

250.7200 USD

ADS

CFD

SHORT

800

250.9688 USD

(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

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

(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:

21 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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