FORM 8.3
PUBLIC OPENING POSITION
DISCLOSURE/DEALING DISCLOSURE BY
A PERSON WITH INTERESTS IN
SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code
(the "Code")
1. KEY
INFORMATION
|
(a) Identity of the person
whose positions/dealings are being disclosed:
|
TIG
Advisors, LLC
|
|
(b) Owner or controller of
interests and short positions disclosed, if different from
1(a):
The naming of nominee or
vehicle companies is insufficient
|
|
|
(c) Name of offeror/offeree
in relation to whose relevant securities this form
relates:
Use a separate form for each
offeror/offeree
|
International Distribution Services 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:
|
3 December
2024
|
|
(f) Has the discloser
previously disclosed, or are they today disclosing, under the Code
in respect of any other party to this offer?
|
NO
If YES, specify
which:
|
2. POSITIONS
OF THE PERSON MAKING THE DISCLOSURE
(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:
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ISIN:
GB00BDVZYZ77 NSI: 958,293,475
|
|
|
Interests
|
Short
positions
|
|
Number
|
%
|
Number
|
%
|
|
(1) Relevant securities
owned and/or controlled:
|
|
|
|
%
|
|
(2) Derivatives (other
than options):
|
16,181,633
|
1.69%
|
|
%
|
|
(3) Options and
agreements to purchase/sell:
|
7,500,000
|
0.78%
|
15,000,000
|
1.56%
|
|
TOTAL:
|
23,681,633
|
2.47%
|
15,000,000
|
1.56%
|
All
interests and all short positions should be
disclosed.
Details of any open derivative or option positions, or
agreements to purchase or sell relevant securities, should be given
on a Supplemental Form 8 (Open Positions)8
(b) Rights to
subscribe for new securities (including directors' and other
executive options)
|
Class of relevant security in
relation to which subscription right exists:
|
|
|
Details, including nature of
the rights concerned and relevant percentages:
|
|
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.
3. DEALINGS
(IF ANY) BY THE PERSON MAKING THE DISCLOSURE
(a) Purchases and
sales
|
Class of relevant
security
|
Purchase/sale
|
Number of
securities
|
Price per
unit
|
|
|
|
|
|
(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
|
|
1p
ordinary
|
CFD
|
Increasing
a Long Position
|
514,285
|
355.00 (UK)
|
(c) Options
transactions in respect of existing securities
(i) Writing,
selling, purchasing or varying
(ii)
Exercising
|
Class of relevant
security
|
Product
description
e.g. call
option
|
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)
|
|
|
|
|
|
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(c), copy
table 3(a), (b), (c) or (d) (as appropriate) for each additional
class of relevant security dealt in.
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:
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?
|
YES
|
Date of disclosure:
|
4 December
2024
|
Contact name:
|
Cordelia
Kim
|
Telephone number:
|
+1 212 396
8718
|
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 at monitoring@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 at
www.thetakeoverpanel.org.uk.
SUPPLEMENTAL FORM 8 (OPEN
POSITIONS)
DETAILS OF OPEN STOCK-SETTLED
DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR
SELL ETC.
Note 5(i) on Rule 8 of the
Takeover Code (the "Code")
1. KEY
INFORMATION
|
Full name of person making
disclosure:
|
TIG
Advisors, LLC
|
|
Name of offeror/offeree in
relation to whose relevant securities the disclosure
relates:
|
International Distribution Services plc
|
2.
STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
|
Class of relevant
security
|
Product
description e.g. call
option
|
Written or
purchased
|
Number of securities to which
option or derivative relates
|
Exercise price per
unit
|
Type
e.g. American, European
etc.
|
Expiry date
|
|
1p ordinary
|
Put Option
|
Purchased
|
7,500,000
|
320.00 (UK)
|
American
|
17/01/25
|
|
1p ordinary
|
Put Option
|
Written
|
7,500,000
|
280.00 (UK)
|
American
|
17/01/25
|
|
1p ordinary
|
Call Option
|
Written
|
7,500,000
|
370.00 (UK)
|
American
|
17/01/25
|
3. AGREEMENTS
TO PURCHASE OR SELL ETC.
|
Full
details should be given so that the nature of the interest or
position can be fully understood:
|
|
|
It
is not necessary to provide details on a Supplemental Form (Open
Positions) with regard to cash-settled
derivatives.
The
currency of all prices and other monetary amounts should be
stated.
The
Panel's Market Surveillance Unit is available for consultation in
relation to the Code's disclosure requirements on +44 (0)20 7638
0129.
The
Code can be viewed on the Panel's website at
www.thetakeoverpanel.org.uk.