PR Newswire
London, November 23
FORM 8.3
IRISH TAKEOVER PANEL
DISCLOSURE UNDER RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2007 (AS AMENDED)
DEALINGS BY PERSONS WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
1. KEY INFORMATION
Name of person dealing (Note 1) | Pentwater Capital Management LP |
Company dealt in | Allergan Plc |
Class of relevant security to which the dealings being disclosed relate (Note 2) | $0.0001 Ordinary Shares |
Date of dealing | November 20, 2015 |
2. INTERESTS AND SHORT POSITIONS
(a) Interests and short positions (following dealing) in the class of relevant security dealt in(Note 3)
Class of relevant security: | $0.0001 ordinary shares | |||
Interests | Short positions | |||
Number | % | Number | % | |
(1) Relevant security | 4,108,810 | 1.04% | ||
(2) Derivatives (other than options): | ||||
(3) Options and agreements to purchase/sell: | 5,856,900 | 1.49% | 6,876,000 | 1.74% |
TOTAL: | 9,965,710 | 2.53% | 6,876,000 | 1.74% |
(b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)
Class of relevant security: | ||||
Interests | Short positions | |||
Number | % | Number | % | |
(1) Relevant security | ||||
(2) Derivatives (other than options): | ||||
(3) Options and agreements to purchase/sell: | ||||
TOTAL: |
3. DEALINGS (Note 4)
(a) Purchases and sales
Purchase/sale | Number of relevant securities | Price per unit (Note 5) |
Purchase | 38,489 | 309.90 USD |
Purchase | 233,121 | 312.75 USD |
Sale | 12,500 | 312.97 USD |
Sale | 5,000 | 314.49 USD |
(b) Derivatives transactions (other than options transactions)
Product description e.g. CFD | Nature of transaction (Note 6) | Number of relevant securities (Note 7) | Price per unit (Note 5) |
(c) Options transactions in respect of existing relevant securities
(i) Writing, selling, purchasing or varying
Product name e.g. call option | Writing, selling, purchasing, varying etc. | Number of securities to which option relates | Exercise price | Type e.g. American, European etc. | Expiry date | Option money paid/ received per unit |
Put option | writing | 30,000 | 305 USD | American | 11/27/15 | 2.96 USD |
Call option | writing | 30,000 | 320 USD | American | 11/27/15 | 4.53 USD |
Put option | Purchase | 50,000 | 275 USD | American | 12/18/15 | 2.11 USD |
Put option | Purchase | 600,000 | 275 USD | American | 12/18/15 | 2.26 USD |
Call option | writing | 600,000 | 340 USD | American | 12/18/15 | 2.66 USD |
Call option | writing | 50,000 | 350 USD | American | 12/18/15 | 1.30 USD |
Put option | writing | 80,000 | 305 USD | American | 11/20/15 | 1.27 USD |
Call option | writing | 80,000 | 312.50 USD | American | 11/20/15 | 1.04 USD |
Call option | Cover Purchase | 40,000 | 312.50 USD | American | 11/20/15 | 1.50 USD |
Put option | Cover Purchase | 300,000 | 300 USD | American | 12/18/15 | 8.90 USD |
Call option | writing | 300,000 | 325 USD | American | 12/18/15 | 7.00 USD |
Put option | writing | 150,000 | 285 USD | American | 1/15/16 | 7.48 USD |
Call option | writing | 150,000 | 350 USD | American | 1/15/16 | 3.48 USD |
(ii) Exercising
Product name e.g. call option | Number of securities | Exercise price per unit (Note 5) |
Put option expired | 50,000 | 250 USD |
Put option expired | 20,000 | 265 USD |
Put option expired | 237,100 | 300 USD |
Put option expired | 80,000 | 305 USD |
Call option expired | 39,300 | 312.50 USD |
Written Call option assigned | 19,900 | 250 USD |
Written Call option assigned | 10,000 | 260 USD |
Written Call option assigned | 10,000 | 265 USD |
Written Call option assigned | 180,000 | 300 USD |
Written Call option assigned | 700 | 312.50 USD |
(d) Other dealings (including transactions in respect of new securities. (Note4)
Nature of transaction (Note 8) | Details | Price per unit (if applicable) (Note 5) |
4. OTHER INFORMATION
Agreements, arrangements or understandings relating to options or derivatives
Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated. |
Is a Supplemental Form 8 attached? (Note 9) | YES |
Date of disclosure: | November 23, 2015 |
Contact name: | Neal Nenadovic |
Telephone number: | (312) 589-6405 |
If a connected EFM, name of offeree/offeror with which connected | |
If a connected EFM, state nature of connection (Note 10) |
SUPPLEMENTAL FORM 8 IRISH TAKEOVER PANEL DISCLOSURE UNDER RULE 8.1 AND RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2007 (AS AMENDED) DETAILS OF OPEN POSITIONS (This form should be attached to Form 8.1(a) & (b)(i), Form 8.1(b)(ii) or Form 8.3, as appropriate) OPEN POSITIONS (Note 1) | ||||||
Product name, e.g. call option | Written or purchased | Number of relevant securities to which the option or derivative relates | Exercise price (Note 2) | Type, e.g. American, European etc. | Expiry date | |
Call option | Purchased | 80,000 | 250.00 USD | American | 01/15/16 | |
Call option | Purchased | 150,000 | 265.00 USD | American | 01/15/16 | |
Call option | Purchased | 50,000 | 285.00 USD | American | 01/15/16 | |
Call option | Purchased | 91,100 | 330.00 USD | American | 01/15/16 | |
Call option | Purchased | 40,000 | 275.00 USD | American | 02/19/16 | |
Call option | Purchased | 20,000 | 285.00 USD | American | 02/19/16 | |
Call option | Purchased | 20,000 | 245.00 USD | American | 05/20/16 | |
Call option | Purchased | 60,000 | 250.00 USD | American | 05/20/16 | |
Call option | Purchased | 40,000 | 270.00 USD | American | 5/20/16 | |
Call option | Purchased | 40,000 | 290.00 USD | American | 5/20/16 | |
Call option | Purchased | 160,000 | 325.00 USD | American | 5/20/16 | |
Call option | Purchased | 100,000 | 320.00 USD | American | 1/20/17 | |
Call option | Purchased | 160,000 | 330.00 USD | American | 1/20/17 | |
Call option | Purchased | 100,000 | 340.00 USD | American | 1/20/17 | |
Call option | Purchased | 5,800 | 350.00 USD | American | 1/20/17 | |
Put option | Written | 500,000 | 255.00 USD | American | 12/18/15 | |
Put option | Written | 30,000 | 305.00 USD | American | 11/27/15 | |
Put option | Written | 150,000 | 350.00 USD | American | 01/15/16 | |
Put option | Written | 190,000 | 220.00 USD | American | 01/15/16 | |
Put option | Written | 600,000 | 240.00 USD | American | 01/15/16 | |
Put option | Written | 140,000 | 255.00 USD | American | 01/15/16 | |
Put option | Written | 40,000 | 200.00 USD | American | 02/19/16 | |
Put option | Written | 20,000 | 235.00 USD | American | 02/19/16 | |
Put option | Written | 2,070,000 | 210.00 USD | American | 05/20/16 | |
Put option | Written | 200,000 | 235.00 USD | American | 05/20/16 | |
Put option | Written | 400,000 | 240.00 USD | American | 05/20/16 | |
Put option | Written | 160,000 | 210.00 USD | American | 01/20/17 | |
Put option | Written | 240,000 | 220.00 USD | American | 01/20/17 | |
Put option | Purchased | (36,000) | 160.00 USD | American | 01/15/16 | |
Put option | Purchased | (200,000) | 300.00 USD | American | 12/18/15 | |
Put option | Purchased | (100,000) | 300.00 USD | American | 12/18/15 | |
Put option | Purchased | (650,000) | 275.00 USD | American | 12/18/15 | |
Put option | Purchased | (600,000) | 285.00 USD | American | 01/15/16 | |
Put option | Purchased | (400,000) | 290.00 USD | American | 01/15/16 | |
Put option | Purchased | (50,000) | 250.00 USD | American | 05/20/16 | |
Put option | Purchased | (1,470,000) | 290.00 USD | American | 05/20/16 | |
Put option | Purchased | (100,000) | 295.00 USD | American | 05/20/16 | |
Put option | Purchased | (400,000) | 300.00 USD | American | 05/20/16 | |
Put option | Purchased | (740,000) | 310.00 USD | American | 05/20/16 | |
Call option | Written | (30,000) | 320.00 USD | American | 11/27/15 | |
Call option | Written | (450,000) | 350.00 USD | American | 12/18/15 | |
Call option | Written | (600,000) | 340.00 USD | American | 12/18/15 | |
Call option | Written | (300,000) | 325.00 USD | American | 12/18/15 | |
Call option | Written | (150,000) | 350.00 USD | American | 01/15/16 | |
Call option | Written | (50,000) | 325.00 USD | American | 01/15/16 | |
Call option | Written | (400,000) | 370.00 USD | American | 01/15/16 | |
Call option | Written | (20,000) | 350.00 USD | American | 02/19/16 | |
Call option | Written | (40,000) | 330.00 USD | American | 05/20/16 | |
Call option | Written | (50,000) | 350.00 USD | American | 05/20/16 | |
Call option | Written | (40,000) | 410.00 USD | American | 01/20/17 |
Notes
1. Where there are open option positions or open derivative positions (except for CFDs), full details should be given. Full details of any existing agreements to purchase or to sell must also be given on this form.
2. For all prices and other monetary amounts, the currency must be stated.
For full details of disclosure requirements, see Rule 8 of the Rules. If in doubt, consult the Panel.