Pentwater Capital Management LP - Form 8.3 - Elan Corporation Plc

                                                                       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                                         Elan Corporation Plc

Class of relevant security to which the dealings being         U.S. ADR
disclosed relate (Note 2)

Date of dealing                                           November 14, 2013

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:              Elan Corporation Plc ADR

                                     Interests            Short positions

                                   Number         %         Number        %

(1) Relevant security            6,900,000      1.34%

(2) Derivatives (other than
options):

(3) Options and agreements to
purchase/sell:

TOTAL:                           6,900,000      1.34%

(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    Price per unit
                                          securities           (Note 5)

             Purchase                      200,000             17.7796 USD


(b) Derivatives transactions (other than options transactions)

    Product description     Nature of transaction   Number of     Price per
         e.g. CFD                  (Note 6)         relevant    unit (Note 5)
                                                   securities
                                                     (Note 7)


(c) Options transactions in respect of existing relevant securities

(i) Writing, selling, purchasing or varying

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


(ii) Exercising

             Product name                   Number of      Exercise price per
           e.g. call option                securities        unit (Note 5)


(d) Other dealings (including transactions in respect of new securities.
(Note4)

          Nature of transaction                Details        Price per unit
                (Note 8)                                     (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)                         NO

Date of disclosure:                    November 15, 2013

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)

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