Morgan Stanley Securities Limited

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 Securities Limited

(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:

16 SEPTEMBER 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

298,843

52.9991 GBP

52.3000 GBP

COMMON STOCK

SALES

329,355

52.9500 GBP

52.2500 GBP

(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

432

52.8500 GBP

COMMON STOCK

CFD

LONG

935

52.8500 GBP

COMMON STOCK

CFD

LONG

1,000

52.8500 GBP

COMMON STOCK

CFD

LONG

440

52.8500 GBP

COMMON STOCK

CFD

LONG

440

52.8500 GBP

COMMON STOCK

CFD

LONG

432

52.8500 GBP

COMMON STOCK

CFD

LONG

935

52.8500 GBP

COMMON STOCK

CFD

LONG

1,000

52.8500 GBP

COMMON STOCK

CFD

LONG

3,289

52.4581 GBP

COMMON STOCK

CFD

LONG

13,860

52.5150 GBP

COMMON STOCK

CFD

LONG

169

52.5317 GBP

COMMON STOCK

CFD

LONG

4,700

52.5319 GBP

COMMON STOCK

CFD

LONG

685

52.5532 GBP

COMMON STOCK

CFD

LONG

32,197

52.5699 GBP

COMMON STOCK

CFD

LONG

153

52.7825 GBP

COMMON STOCK

CFD

LONG

2,831

52.7825 GBP

COMMON STOCK

CFD

LONG

687

52.7825 GBP

COMMON STOCK

CFD

LONG

451

52.8499 GBP

COMMON STOCK

CFD

LONG

522

52.8500 GBP

COMMON STOCK

CFD

LONG

3,020

52.8500 GBP

COMMON STOCK

CFD

LONG

4,216

52.8500 GBP

COMMON STOCK

CFD

LONG

7,313

52.8500 GBP

COMMON STOCK

CFD

LONG

722

52.8500 GBP

COMMON STOCK

CFD

SHORT

162

52.4500 GBP

COMMON STOCK

CFD

SHORT

84

52.5077 GBP

COMMON STOCK

CFD

SHORT

2,736

52.5405 GBP

COMMON STOCK

CFD

SHORT

147

52.5405 GBP

COMMON STOCK

CFD

SHORT

664

52.5405 GBP

COMMON STOCK

CFD

SHORT

111

52.6000 GBP

COMMON STOCK

CFD

SHORT

32,292

52.6114 GBP

COMMON STOCK

CFD

SHORT

1,163

52.6114 GBP

COMMON STOCK

CFD

SHORT

1,965

52.6378 GBP

COMMON STOCK

CFD

SHORT

13,860

52.6450 GBP

COMMON STOCK

CFD

SHORT

3

52.6500 GBP

COMMON STOCK

CFD

SHORT

1,446

52.6751 GBP

COMMON STOCK

CFD

SHORT

4,959

52.8390 GBP

COMMON STOCK

CFD

SHORT

1,579

52.8500 GBP

COMMON STOCK

CFD

SHORT

4,216

52.8500 GBP

COMMON STOCK

CFD

SHORT

2,808

52.8500 GBP

COMMON STOCK

CFD

SHORT

1,182

52.8500 GBP

COMMON STOCK

CFD

SHORT

957

52.9885 GBP

(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:

17 SEPTEMBER 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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