Form 8.5 (EPT/RI)-SPECTRIS
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
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(a) Name of exempt principal trader: |
J.P. Morgan Securities Plc |
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(b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree |
Spectris plc |
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(c) Name of the party to the offer with which exempt principal trader is connected: |
Financial advisor to Kohlberg Kravis Roberts & Co. L.P |
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(d) Date dealing undertaken: |
12 August 2025 |
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(e) In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer? If it is a cash offer or possible cash offer, state "N/A" |
N/A |
2. DEALINGS BY THE EXEMPT PRINCIPAL TRADER
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.
The currency of all prices and other monetary amounts should be stated.
(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 |
|
5p ordinary |
Purchase
Sale |
181,070
122,472 |
40.3700 GBP
40.3800 GBP |
40.2800 GBP
40.2597 GBP |
(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 |
Price per unit |
|
5p ordinary |
Equity Swap |
Decrease Long
Decrease Short
Increase Long
Increase Short
|
912 108 87 837 1,107 592 4,865
2,439 150 1,468 900 16 753 28 57 20 77
13 400 800 104 3
268 169 2,268 13,024 741 3 2,809 681 4,801 41 3 |
40.2997 GBP 40.3023 GBP 40.3200 GBP 40.3290 GBP 40.3309 GBP 40.3375 GBP 40.3462 GBP
40.2597 GBP 40.2988 GBP 40.3101 GBP 40.3194 GBP 40.3247 GBP 40.3283 GBP 40.3360 GBP 40.3392 GBP 40.3560 GBP 40.3588 GBP
40.2900 GBP 40.2972 GBP 40.3034 GBP 40.3182 GBP 40.3200 GBP
40.2918 GBP 40.2922 GBP 40.3166 GBP 40.3200 GBP 40.3240 GBP 40.3250 GBP 40.3253 GBP 40.3257 GBP 40.3260 GBP 40.3412 GBP 40.3440 GBP |
(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 |
Exercise price per unit |
Type e.g. American, European etc. |
Expiry date |
Option money paid/ received per unit |
|
|
|
|
|
|
|
|
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(ii) Exercise
|
Class of relevant security |
Product description e.g. call option |
Exercising/ exercised against |
Number of securities |
Exercise price per unit |
|
|
|
|
|
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(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) |
|
|
|
|
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3. OTHER INFORMATION
(a) Indemnity and other dealing arrangements
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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: Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none" |
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None
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(b) Agreements, arrangements or understandings relating to options or derivatives
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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
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Date of disclosure: |
13 August 2025 |
Contact name: |
Hetvi Shah |
Telephone number: |
44 2034 936359 |
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.
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.
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