SHP Shire

 
TIDMSHP 
 
 

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:                Millennium International 
                                           Management LP 
(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                Shire plc 
in relation to whose 
relevant  securities this form relates: 
Use a separate form for 
each offeror/offeree 
(d) If an exempt fund manager connected 
with an offeror/offeree, 
state this and specify identity 
of offeror/offeree: 
(e) Date position held/dealing             4thJanuary 2019 
undertaken: 
For an opening position disclosure, 
state the latest 
practicable date prior to the disclosure 
(f) In addition to the company in          Yes, Takeda Pharmaceutical 
1(c) above, is the discloser               Company Limited 
making disclosures in respect of 
any other party to the offer? 
If it is a cash offer or possible 
cash offer, state "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:                         5p ordinary (JE00B2QKY057) - interest [partially] held via  holding of ADRs and ADR Options (US82481R1068) 
                                                    Interests           Short positions 
                                                    Number      %       Number   % 
(1) Relevant securities owned and/or controlled:    6,248,190   0.681%  -        - 
(2) Cash-settled derivatives:                       20,911,585  2.278%  453      0.000% 
(3) Stock-settled derivatives (including options)   730,000     0.080%  120,000  0.013% 
and agreements  to purchase/sell: 
TOTAL:                                              27,889,775  3.038%  120,453  0.013% 
 
 

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   Purchase/sale  Number         Price per unit (USD) 
security                           of securities 
US82481R1068        Purchase       100            176.15 
US82481R1068        Purchase       100            176.17 
US82481R1068        Purchase       100            176.22 
US82481R1068        Purchase       100            176.34 
US82481R1068        Purchase       100            176.41 
US82481R1068        Purchase       100            176.43 
US82481R1068        Purchase       100            176.56 
US82481R1068        Purchase       100            176.70 
US82481R1068        Purchase       100            176.73 
US82481R1068        Purchase       100            176.98 
US82481R1068        Purchase       100            177.00 
US82481R1068        Purchase       100            177.35 
US82481R1068        Purchase       100            177.60 
US82481R1068        Purchase       100            177.83 
US82481R1068        Purchase       100            177.93 
US82481R1068        Purchase       100            178.21 
US82481R1068        Purchase       100            178.74 
US82481R1068        Purchase       100            178.88 
US82481R1068        Purchase       178            178.91 
US82481R1068        Purchase       100            178.92 
US82481R1068        Purchase       100            179.25 
US82481R1068        Purchase       100            179.32 
US82481R1068        Purchase       100            179.35 
US82481R1068        Purchase       100            179.36 
US82481R1068        Purchase       41             179.40 
US82481R1068        Purchase       159            179.43 
US82481R1068        Purchase       100            179.44 
US82481R1068        Purchase       100            179.46 
US82481R1068        Purchase       200            179.50 
US82481R1068        Purchase       100            179.62 
US82481R1068        Purchase       100            179.73 
US82481R1068        Purchase       100            179.83 
US82481R1068        Purchase       100            179.99 
US82481R1068        Purchase       100            181.04 
US82481R1068        Sale           62             176.26 
US82481R1068        Sale           197            176.33 
US82481R1068        Sale           100            176.44 
US82481R1068        Sale           31             176.60 
US82481R1068        Sale           100            178.00 
US82481R1068        Sale           177            179.34 
US82481R1068        Sale           100            179.52 
 
 

(b)Cash-settled derivative transactions

 
Class of relevant   Product      Nature of            Number of reference  Price per unit 
security            description  dealing              securities           (GBP) 
                    e.g. CFD     e.g. 
                                 opening/closing 
                                 a long/short 
                                 position, 
                                 increasing/reducing 
                                 a long/short 
                                 position 
JE00B2QKY057        CFD          Closing a            453                  46.50 
                                 short 
                                 position 
JE00B2QKY057        CFD          Opening a long       97                   46.50 
                                 position 
 
 

(c)Stock-settled derivative transactions (including options)

(i)Writing, selling, purchasing or varying

 
Class of   Product          Writing,      Number         Exercise price  Type            Expiry date  Option money 
relevant   descriptione.g.  purchasing,   of securities  per unit        e.g. American,               paid/ 
security   call             selling,      to                             European etc.                received 
           option           varying etc.  which option                                                per unit 
                                          relates 
 
 

(ii)Exercise

 
Class of relevant   Product      Exercising/  Number         Exercise price 
security            description  exercised    of securities  per unit 
                    e.g. call    against 
                    option 
 
 

(d)Other dealings (including subscribing for new securities)

 
Class of relevant   Nature of dealing   Details  Price per unit (if 
security            e.g. subscription,           applicable) 
                    conversion 
 
 

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?   YES 
 
 
Date of disclosure:   7thJanuary 2019 
Contact name:         Milos Naumovic 
Telephone number:     +44 203 650 8203 
 
 

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 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           Millennium International Management LP 
making disclosure: 
Name of offeror/offeree in    Shire plc 
relation to whose relevant 
securities  the disclosure 
relates: 
 
 

2.STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

 
Class of       Product          Written or  Number         Exercise price  Type            Expiry date 
relevant       descriptione.g.  purchased   of securities  per unit        e.g. American, 
security       call                         to which                       European etc. 
               option                       option 
                                            or derivative 
                                            relates 
US82481R1068   Call             Purchased   360,000        180             American        18.1.2019 
               Option                                      USD 
US82481R1068   Call             Purchased   120,000        4,400           American        15.3.2019 
               Option                                      GBP 
US82481R1068   Put Option       Purchased   120,000        4,800           American        15.3.2019 
                                                           GBP 
US82481R1068   Call             Purchased   250,000        5,200           American        18.1.2019 
               Option                                      GBP 
 
 

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.

View source version on businesswire.com: https://www.businesswire.com/news/home/20190107005667/en/

 
This information is provided by Business Wire 
 
 

(END) Dow Jones Newswires

January 07, 2019 09:45 ET (14:45 GMT)