RNS Number : 8860V
GoldmanSachs International
10 July 2024
 

 

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

 

(a) Name of exempt principal trader:

(GS) GOLDMAN SACHS INTERNATIONAL

(b) Name of offeror/offeree in relation to whose relevant securities this form relates:

     Use a separate form for each offeror/offeree

DARKTRACE PLC

(c) Name of the party to the offer with which exempt principal trader is connected:

LUKE BIDCO LIMITED (A NEWLY-FORMED COMPANY INDIRECTLY WHOLLY-OWNED BY FUNDS MANAGED AND/OR ADVISED BY THOMA BRAVO, L.P.)

(d) Date dealing undertaken:

09 July 2024

(e) In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to the 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

1p ordinary

Purchases

694,329
245,424

5.8800 GBP
7.5037 USD

5.8329 GBP
7.4847 USD

1p ordinary

Sales

2,771,049
400,000

5.8800 GBP
7.5264 USD

5.8420 GBP
7.4878 USD

 

 

 

(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

1p ordinary

CFD

Increasing a short position

1,763

5.8329 GBP

1p ordinary

CFD

Opening a short position

49,002

5.8429 GBP

1p ordinary

CFD

Opening a long position

49,002

5.8429 GBP

1p ordinary

CFD

Reducing a short position

6,279

5.8439 GBP

1p ordinary

CFD

Increasing a short position

1,635

5.8460 GBP

1p ordinary

CFD

Increasing a short position

824

5.8464 GBP

1p ordinary

CFD

Opening a long position

47,231

5.8484 GBP

1p ordinary

CFD

Opening a short position

47,231

5.8484 GBP

1p ordinary

CFD

Reducing a short position

3,954,279

5.8500 GBP

1p ordinary

CFD

Increasing a short position

475

5.8511 GBP

1p ordinary

CFD

Opening a short position

24,970

5.8514 GBP

1p ordinary

CFD

Increasing a short position

4,739

5.8518 GBP

1p ordinary

CFD

Reducing a short position

151,954

5.8525 GBP

1p ordinary

CFD

Opening a long position

69,191

5.8529 GBP

1p ordinary

CFD

Opening a short position

69,191

5.8529 GBP

1p ordinary

CFD

Increasing a short position

481

5.8542 GBP

1p ordinary

CFD

Increasing a short position

622

5.8546 GBP

1p ordinary

CFD

Opening a short position

11,659

5.8549 GBP

1p ordinary

CFD

Increasing a short position

10,461

5.8560 GBP

1p ordinary

CFD

Reducing a short position

538

5.8628 GBP

1p ordinary

CFD

Reducing a short position

90,308

5.8655 GBP

1p ordinary

CFD

Reducing a short position

98,046

5.8791 GBP

1p ordinary

CFD

Increasing a short position

22,567

5.8801 GBP

1p ordinary

CFD

Increasing a short position

2,974

7.4846 USD

1p ordinary

CFD

Increasing a short position

61,562

7.4846 USD

1p ordinary

CFD

Increasing a short position

15,464

7.4846 USD

1p ordinary

CFD

Increasing a short position

49,002

7.4851 USD

1p ordinary

CFD

Increasing a short position

400,000

7.4851 USD

1p ordinary

CFD

Reducing a long position

400,000

7.4851 USD

1p ordinary

CFD

Opening a short position

3,154,279

7.4851 USD

1p ordinary

CFD

Opening a long position

250,000

7.4878 USD

1p ordinary

CFD

Increasing a short position

47,231

7.4902 USD

1p ordinary

CFD

Increasing a short position

69,191

7.5037 USD

1p ordinary

CFD

Increasing a long position

150,000

7.5264 USD

 

 

 

(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









 

(ii)        Exercise

 

Class of relevant security

Product description

e.g. call option

Exercising / exercised against

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)


 

 



 

 

3.         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 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"

 

NONE

 

 

(b)        Agreements, arrangements or understandings relating to options or derivatives

 

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

 

 

 

Date of disclosure:

10 July 2024
Contact name:

Papa Lette and Andrzej Szyszka
Telephone number:

+33(1) 4212 1459 / +48(22) 317 4817

 

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 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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