HSBC Bank Plc - Form 8.5 (EPT/RI) - Learning Technologies Group plc
23 December 2024 - 9:31AM
UK Regulatory
HSBC Bank Plc - Form 8.5 (EPT/RI) - Learning Technologies Group plc
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: |
HSBC Bank Plc |
(b) Name of offeror/offeree in relation to whose relevant
securities this form relates:
Use a separate form for each
offeror/offeree |
Learning Technologies Group plc |
(c) Name of the party to the offer with which exempt principal
trader is connected: |
OFFEROR: GASC APF, L.P. and certain of its managed or advised funds
(including Atlantic Park), accounts and/or affiliates
(collectively, General Atlantic) |
(d) Date dealing undertaken: |
20 December 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 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
(GBP) |
Lowest price per unit paid/received
(GBP) |
Ordinary Shares
|
Purchase
|
995,044 |
98.100 p |
97.805 p |
Ordinary Shares
|
Sale
|
88,843 |
98.140 p |
97.805 p |
(b)
Cash-settled derivative transactions
Class of relevant security |
Product description |
Nature of dealing |
Number of reference securities |
Price per unit (GBP) |
e.g. CFD |
e.g. opening/closing a long/short position, increasing/reducing
a long/short position |
Ordinary Shares
|
Swap
|
Increasing a long position |
629,254 |
98.098 p |
Ordinary Shares
|
Swap
|
Increasing a long position |
365,692 |
98.098 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
8,842 |
97.893 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
503 |
98.140 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
2,807 |
97.998 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
6,393 |
97.978 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
4,379 |
97.922 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
1,072 |
97.890 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
5,228 |
97.893 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
297 |
98.140 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
1,660 |
97.998 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
3,779 |
97.978 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
2,590 |
97.922 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
634 |
97.890 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
1,636 |
97.893 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
94 |
98.140 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
518 |
97.998 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
1,181 |
97.978 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
810 |
97.922 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
198 |
97.890 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
3,607 |
97.893 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
206 |
98.140 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
1,145 |
97.998 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
2,607 |
97.978 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
1,785 |
97.922 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
438 |
97.890 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
1,114 |
97.893 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
64 |
98.140 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
353 |
97.998 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
805 |
97.978 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
552 |
97.922 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
134 |
97.890 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
6,729 |
97.893 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
382 |
98.140 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
2,137 |
97.998 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
4,865 |
97.978 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
3,333 |
97.922 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
815 |
97.890 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
5,547 |
97.893 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
315 |
98.140 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
1,761 |
97.998 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
4,010 |
97.978 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
2,748 |
97.922 p |
Ordinary Shares
|
Swap
|
Reducing a short position |
672 |
97.890 p |
(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: |
23 December 2024 |
Contact name: |
Dhruti Singh |
Telephone number: |
0207 088 2000 |
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.