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HSBC Bank Plc - Form 8.5 (EPT/RI) - Keywords Studios plc
24th October 2024, 10:07
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HSBC Bank Plc - Form 8.5 (EPT/RI) - Keywords Studios 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		Keywords Studios plc
(c) Name of the party to the offer with which exempt principal trader is connected:OFFEROR: Houting UK Limited (a newly formed company indirectly wholly-owned by EQT’s BPEA Fund VIII)
(d) Date dealing undertaken:23 October 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 securityPurchases/ sales

 		Total number of securitiesHighest price per unit paid/received
(GBP)		Lowest price per unit paid/received
(GBP)
Ordinary SharesSale42,3622,450.000 p2,450.000 p

(b)        Cash-settled derivative transactions

Class of relevant securityProduct descriptionNature of dealingNumber of reference securitiesPrice per unit (GBP)
e.g. CFDe.g. opening/closing a long/short position, increasing/reducing a long/short position
Ordinary SharesSwapClosing a short position1,2192,450.000 p
Ordinary SharesSwapClosing a short position11,5362,450.000 p
Ordinary SharesSwapClosing a short position18,3612,450.000 p

(c)        Stock-settled derivative transactions (including options)

(i)         Writing, selling, purchasing or varying

Class of relevant securityProduct description e.g. call optionWriting, purchasing, selling, varying etc.Number of securities to which option relatesExercise price per unitType
e.g. American, European etc.		Expiry dateOption money paid/ received per unit
        

(ii)        Exercise

Class of relevant securityProduct description
e.g. call option		Exercising/ exercised againstNumber of securitiesExercise price per unit
     

 

(d)        Other dealings (including subscribing for new securities)

Class of relevant securityNature of dealing
e.g. subscription, conversion		DetailsPrice 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:24 October 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.


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