Eaton Vance Corp. - Form 8 (DD) - Horizon Therapeutics Plc
PR Newswire
London, February 3
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FORM 8.1(c) & (d)(i)
(Dealing)
IRISH TAKEOVER PANEL
DEALING DISCLOSURE UNDER RULE 8.1(c) AND (d)(i) OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2022
BY AN OFFEROR, OFFEREE OR PARTIES ACTING IN CONCERT WITH THEM IN RESPECT OF DEALINGS FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS
1. KEY INFORMATION
(a) Full name of discloser: | Calvert Research and Management |
(b) Owner or controller of interests and shortpositions disclosed, if different from 1(a): The naming of nominee or vehicle companies isinsufficient. For a trust, the trustee(s), settlor andbeneficiaries must be named. | |
(c) Name of offeror/offeree in relation to whoserelevant securities this form relates: Use a separate form for each offeror/offeree | Horizon Therapeutics plc |
(d) Status of person making the disclosure: e.g. offeror, offeree, person acting in concert with theofferor/offeree (specify name of offeror/offeree) | Horizon Therapeutics plc |
(e) Date dealing undertaken: | 27 January 2023 |
(f) In addition to the company in 1(c) above, is thediscloser also making disclosures in respect ofany other party to the offer? If it is a cash offer or possible cash offer, state "N/A" | N/A If YES, specify which: |
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2. INTERESTS AND SHORT POSITIONS
If there are positions to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2 for each additional class of relevant security.
Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (Note 1)
Class of relevant security: (Note 2) | Ordinary Shares | |||
Interests | Short positions | |||
Number | % | Number | % | |
(1) Relevant securities ownedand/or controlled: | 57,165 | 0.025% | ||
(2) Cash-settled derivatives: | ||||
(3) Stock-settled derivatives(including options) andagreements to purchase/sell: | ||||
Total: | 57,165 | 0.025% |
All interests and all short positions should be disclosed.
Details of options including rights to subscribe for new securities and 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 .
3. DEALINGS BY THE PERSON MAKING THE DISCLOSURE (Note 3)
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.
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(a) Purchases and sales
(i) Offeree, offeror or person acting in concert (except for a principal trader in the same group as a financial or other professional adviser acting in relation to the offer for the offeree or the offeror)
Class of relevant security | Purchase/sale | Number of securities | Price per unit (Note 4) |
Ordinary Shares |
(ii) Principal trader where the sole reason for the connection is that the principal trader is in the same group as a financial or other professional adviser acting in relation to the offer for the offeree or the offeror
Class of relevant security | Purchases/ sales | Total number of securities | Highest price per unit paid/ received | Lowest price per unit paid/ received |
(b) Cash-settled derivative transactions
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 (Note 5) | Price per unit (Note 4) |
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(c) Stock-settled derivative transactions (including options)
(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 (Note 5) | Exercise price per unit | Type e.g. American, European etc. | Expiry date | Option money paid/ received per unit |
(ii) Exercise
Class of relevant security | Product description e.g. call option | Exercising/ exercised against | Number of securities | Exercise price per unit (Note 4) |
(d) Other dealings (including transactions in respect of new securities)
Class of relevant security | Nature of dealing e.g. subscription, conversion, exercise | Details | Price per unit (if applicable) (Note 4) |
Ordinary shares | A sell of 455 shares on 27th January was disclosed in a notification by a separate affiliated investment adviser. That adviser has submitted an amended filing. | 455 Shares | N/A |
4. OTHER INFORMATION
(a) Indemnity and other dealing arrangements
Details of any indemnity or option arrangement, or any agreementor understanding, formal or informal, relating to relevant securitieswhich may be an inducement to deal or refrain from dealingentered into by the party to the offer or person acting in concertmaking the disclosure and any other person: Irrevocable commitments and letters of intent should not be included. Ifthere are no such agreements, arrangements or understandings, state"none" |
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(b) Agreements, arrangements or understandings relating to options or derivatives
Full details of any agreement, arrangement or understandingbetween the person disclosing and any other person relating to thevoting rights of any relevant securities under any option referred toon this form or relating to the voting rights or future acquisition ordisposal of any relevant securities to which any derivative referredto on this form is referenced. If none, this should be stated. |
(c) Attachments
Is a Supplemental Form 8 attached? | YES/NO |
NO |
Date of disclosure: | 3rd February 2023 |
Contact name: | Scott R. Kudlacik |
Telephone number: | +00 1 617-672-6531 |