| FORM 8.3 | |||||||
| PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY | |||||||
| A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR | |||||||
| MORE | |||||||
| Rule 8.3 of the Takeover Code (the "Code") | |||||||
| 1. | KEY INFORMATION | ||||||
| (a) | Full name of discloser: |
| Barclays PLC. | ||||
| (b) | Owner or controller of interest and short |
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| positions disclosed, if different from 1(a): | ||||||
| (c) | Name of offeror/offeree in relation to whose | INTERNATIONAL PAPER CO | |||||
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| relevant securities this form relates: | ||||||
| (d) | If an exempt fund manager connected with an |
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| offeror/offeree, state this and specify identity of | ||||||
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| offeror/offeree: | ||||||
| (e) | Date position held/dealing undertaken: | 15 Aug 2024 | |||||
| (f) | In addition to the company in 1(c) above, is the discloser making | YES: |
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| disclosures in respect of any other party to the offer? | DS SMITH PLC |
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| 2. | POSITIONS OF THE PERSON MAKING THE DISCLOSURE | ||||||
| (a) | Interests and short positions in the relevant securities of the offeror or offeree |
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| to which the disclosure relates following the dealing(if any) |
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| Class of relevant security: | common stock | ||||||
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| Interests | Short Positions | |||||
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| Number | (%) | Number | (%) | |||
| (1) | Relevant securities owned |
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| and/or controlled: |
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| 796,473 | 0.23% | 428,863 | 0.12% |
| (2) | Cash-settled derivatives: |
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| and/or controlled: |
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| 168,662 | 0.05% | 0 | 0.00% |
| (3) | Stock-settled derivatives (including options) |
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| and agreements to purchase/sell: |
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| 123,800 | 0.04% | 113,300 | 0.03% |
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| TOTAL: |
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| 1,088,935 | 0.31% | 542,163 | 0.16% |
| (b) | Rights to subscribe for new securities (including directors and other executive |
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| options) |
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| Class of relevant security in relation to |
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| which subscription right exists |
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| Details, including nature of the rights |
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| concerned and relevant percentages: |
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| 3. | DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER | ||||||
| (a) | Purchases and sales |
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| Class of relevant | Purchase/sale | Number of | Price per unit | ||||
| security |
| securities |
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| common stock | Purchase | 243,528 | 46.8099 USD | ||||
| common stock | Purchase | 100,000 | 46.6069 USD | ||||
| common stock | Purchase | 69,173 | 46.8539 USD | ||||
| common stock | Purchase | 61,222 | 46.5676 USD | ||||
| common stock | Purchase | 43,229 | 46.5238 USD | ||||
| common stock | Purchase | 35,621 | 46.7885 USD | ||||
| common stock | Purchase | 34,669 | 46.8800 USD | ||||
| common stock | Purchase | 34,265 | 46.7333 USD | ||||
| common stock | Purchase | 32,888 | 46.7006 USD | ||||
| common stock | Purchase | 14,911 | 46.7707 USD | ||||
| common stock | Purchase | 7,750 | 46.8008 USD | ||||
| common stock | Purchase | 7,538 | 46.6771 USD | ||||
| common stock | Purchase | 6,977 | 46.7332 USD | ||||
| common stock | Purchase | 6,213 | 46.7482 USD | ||||
| common stock | Purchase | 4,996 | 46.8525 USD | ||||
| common stock | Purchase | 4,748 | 46.8421 USD | ||||
| common stock | Purchase | 4,741 | 46.7641 USD | ||||
| common stock | Purchase | 4,471 | 46.4642 USD | ||||
| common stock | Purchase | 3,700 | 47.0400 USD | ||||
| common stock | Purchase | 3,303 | 46.6661 USD | ||||
| common stock | Purchase | 2,831 | 46.7240 USD | ||||
| common stock | Purchase | 2,801 | 46.6522 USD | ||||
| common stock | Purchase | 2,742 | 46.7644 USD | ||||
| common stock | Purchase | 2,588 | 46.5805 USD | ||||
| common stock | Purchase | 2,459 | 46.7815 USD | ||||
| common stock | Purchase | 2,440 | 46.7380 USD | ||||
| common stock | Purchase | 1,802 | 46.6171 USD | ||||
| common stock | Purchase | 1,411 | 46.8613 USD | ||||
| common stock | Purchase | 1,180 | 46.6743 USD | ||||
| common stock | Purchase | 1,011 | 46.6948 USD | ||||
| common stock | Purchase | 900 | 47.0000 USD | ||||
| common stock | Purchase | 891 | 46.7227 USD | ||||
| common stock | Purchase | 800 | 46.6987 USD | ||||
| common stock | Purchase | 700 | 46.8385 USD | ||||
| common stock | Purchase | 550 | 46.8372 USD | ||||
| common stock | Purchase | 419 | 46.7165 USD | ||||
| common stock | Purchase | 410 | 47.0601 USD | ||||
| common stock | Purchase | 400 | 46.9075 USD | ||||
| common stock | Purchase | 400 | 46.9375 USD | ||||
| common stock | Purchase | 251 | 47.0554 USD | ||||
| common stock | Purchase | 198 | 47.0650 USD | ||||
| common stock | Purchase | 148 | 46.8000 USD | ||||
| common stock | Purchase | 28 | 46.5700 USD | ||||
| common stock | Sale | 118,404 | 46.8170 USD | ||||
| common stock | Sale | 70,606 | 46.8554 USD | ||||
| common stock | Sale | 69,462 | 46.6396 USD | ||||
| common stock | Sale | 65,486 | 46.8203 USD | ||||
| common stock | Sale | 61,222 | 46.5676 USD | ||||
| common stock | Sale | 50,368 | 46.8885 USD | ||||
| common stock | Sale | 48,355 | 46.6808 USD | ||||
| common stock | Sale | 44,273 | 46.8800 USD | ||||
| common stock | Sale | 26,199 | 46.7045 USD | ||||
| common stock | Sale | 19,011 | 46.7763 USD | ||||
| common stock | Sale | 15,042 | 46.8309 USD | ||||
| common stock | Sale | 10,022 | 46.7425 USD | ||||
| common stock | Sale | 9,100 | 46.7622 USD | ||||
| common stock | Sale | 7,802 | 46.5213 USD | ||||
| common stock | Sale | 7,644 | 46.5361 USD | ||||
| common stock | Sale | 6,283 | 46.5355 USD | ||||
| common stock | Sale | 5,557 | 46.5569 USD | ||||
| common stock | Sale | 5,001 | 46.5367 USD | ||||
| common stock | Sale | 4,296 | 46.7917 USD | ||||
| common stock | Sale | 4,200 | 46.6747 USD | ||||
| common stock | Sale | 3,712 | 46.6569 USD | ||||
| common stock | Sale | 3,700 | 47.0400 USD | ||||
| common stock | Sale | 3,200 | 46.7798 USD | ||||
| common stock | Sale | 2,888 | 46.5022 USD | ||||
| common stock | Sale | 2,831 | 46.7240 USD | ||||
| common stock | Sale | 2,820 | 46.5220 USD | ||||
| common stock | Sale | 2,703 | 46.6171 USD | ||||
| common stock | Sale | 2,496 | 46.7236 USD | ||||
| common stock | Sale | 2,440 | 46.7380 USD | ||||
| common stock | Sale | 2,314 | 46.7303 USD | ||||
| common stock | Sale | 1,715 | 46.6969 USD | ||||
| common stock | Sale | 1,518 | 46.5543 USD | ||||
| common stock | Sale | 1,411 | 46.8613 USD | ||||
| common stock | Sale | 1,389 | 46.7511 USD | ||||
| common stock | Sale | 939 | 46.5094 USD | ||||
| common stock | Sale | 935 | 46.5684 USD | ||||
| common stock | Sale | 900 | 47.0000 USD | ||||
| common stock | Sale | 889 | 46.7551 USD | ||||
| common stock | Sale | 834 | 46.7591 USD | ||||
| common stock | Sale | 736 | 46.4100 USD | ||||
| common stock | Sale | 550 | 46.8372 USD | ||||
| common stock | Sale | 449 | 46.5953 USD | ||||
| common stock | Sale | 449 | 46.4500 USD | ||||
| common stock | Sale | 400 | 46.4300 USD | ||||
| common stock | Sale | 400 | 46.8000 USD | ||||
| common stock | Sale | 400 | 46.9202 USD | ||||
| common stock | Sale | 395 | 46.5004 USD | ||||
| common stock | Sale | 300 | 46.7800 USD | ||||
| common stock | Sale | 298 | 46.7579 USD | ||||
| common stock | Sale | 287 | 46.8165 USD | ||||
| common stock | Sale | 217 | 46.5701 USD | ||||
| common stock | Sale | 213 | 46.4407 USD | ||||
| common stock | Sale | 212 | 46.7456 USD | ||||
| common stock | Sale | 202 | 46.7565 USD | ||||
| common stock | Sale | 178 | 46.6921 USD | ||||
| common stock | Sale | 148 | 46.8609 USD | ||||
| common stock | Sale | 133 | 47.0149 USD | ||||
| common stock | Sale | 100 | 46.7900 USD | ||||
| common stock | Sale | 100 | 46.5700 USD | ||||
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| (b) | Cash-settled derivative transactions |
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| Class of | Product | Nature of dealing | Number of | Price per | |||
| relevant | description |
| reference | unit | |||
| security |
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| securities |
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| (c) | Stock-settled derivative transactions (including options) |
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| (i) | Writing, selling, purchasing or varying |
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| Class | Product | Writing, | Number | Exercise | Type | Expiry | Option |
| of | description | purchasing, | of | price |
| date | money |
| relevant |
| selling, | securities | per unit |
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| security |
| varying etc | to which |
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| received |
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| option |
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| per unit |
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| relates |
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| common stock | Put Options | Purchasing | 14,600 | 50.0000 USD | American | 17 Jan 2025 | 4.6500 USD |
| common stock | Call Options | Purchasing | 200 | 53.0000 USD | American | 17 Jan 2025 | 1.2500 USD |
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| (ii) | Exercising |
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| Class of relevant | Product description | Exercising/ exercised against | Number of | Exercise price per | |||
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| (d) | Other dealings (including subscribing for new securities) |
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| Class of relevant | Nature of Dealings | Details | Price per unit (if | ||||
| security |
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| applicable) | ||||
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| 4. | OTHER INFORMATION | ||||||
| (a) | Indemnity and other dealings arrangements |
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| Details of any indemnity or option arrangement, or any agreement or understanding, |
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| formal or informal, relating to relevant securities which may be an inducement to deal |
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| or refrain from dealing entered into by the exempt principal trader making the disclosure and any party |
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| to the offer or any person acting in concert with a party to the offer: |
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| NONE | |||||||
| (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 |
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| the person making the disclosure and any other person relating to: |
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| (i) the voting rights of any relevant securities under any option; or |
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| (ii) the voting rights of future acquisition or disposal of any relevant securities to which |
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| any derivative is referenced: |
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| NONE | |||||||
| (c) | Attachments |
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| Is a Supplemental Form 8 (Open Positions) attached? | YES | ||||||
| Date of disclosure: | 16 Aug 2024 | ||||||
| Contact name: | Large Holdings Regulatory Operations | ||||||
| Telephone number: | 020 3134 7213 | ||||||
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| DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO | |||||||
| PURCHASE OR SELL ETC. | |||||||
| Note 5(i) on Rule 8 of the Takeover Code (the "Code") | |||||||
| 1. | KEY INFORMATION | ||||||
| Identity of the person whose positions/dealings | Barclays PLC. | ||||||
| are being disclosed: | |||||||
| Name of offeror/offeree in relation to whose | INTERNATIONAL PAPER CO | ||||||
| relevant securities this from relates: | |||||||
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| 2. | OPTIONS AND DERIVATIVES | ||||||
| Class of relevant security | Product description | Writing, purchasing, selling, varying etc | Number of securities to which option relates | Exercise price per unit | Type | Expiry date | |
| common stock | Put Options | Purchased | -88,600 | 45.0000 | American | 16 Aug 2024 | |
| common stock | Put Options | Purchased | -24,700 | 43.0000 | American | 16 Aug 2024 | |
| common stock | Put Options | Written | 123,800 | 45.0000 | American | 20 Sep 2024 | |
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| 3. | AGREEMENTS TO PURCHASE OR SELL ETC. | ||||||
| Full details should be given so that the nature of the interest or position can be fully understood: | |||||||
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