| 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 | | |||||
| | positions disclosed, if different from 1(a): | ||||||
| (c) | Name of offeror/offeree in relation to whose | INTERNATIONAL PAPER COMPANY | |||||
| | relevant securities this form relates: | ||||||
| (d) | If an exempt fund manager connected with an | | |||||
| | offeror/offeree, state this and specify identity of | ||||||
| | offeror/offeree: | ||||||
| (e) | Date position held/dealing undertaken: | 16 Aug 2024 | |||||
| (f) | In addition to the company in 1(c) above, is the discloser making | YES: | | | |||
| | disclosures in respect of any other party to the offer? | DS SMITH PLC | | ||||
| 2. | POSITIONS OF THE PERSON MAKING THE DISCLOSURE | ||||||
| (a) | Interests and short positions in the relevant securities of the offeror or offeree | | |||||
| | to which the disclosure relates following the dealing(if any) | | |||||
| Class of relevant security: | common stock | ||||||
| | Interests | Short Positions | |||||
| | Number | (%) | Number | (%) | |||
| (1) | Relevant securities owned | | | | | ||
| | and/or controlled: | | | 770,034 | 0.22% | 435,212 | 0.13% |
| (2) | Cash-settled derivatives: | | | | | ||
| | and/or controlled: | | | 168,662 | 0.05% | 0 | 0.00% |
| (3) | Stock-settled derivatives (including options) | | | | | ||
| | and agreements to purchase/sell: | | | 123,800 | 0.04% | 0 | 0.00% |
| | | | | | | | |
| | TOTAL: | | | 1,062,496 | 0.31% | 435,212 | 0.13% |
| (b) | Rights to subscribe for new securities (including directors and other executive | | |||||
| | options) | | | | | | |
| Class of relevant security in relation to | | | | | |||
| which subscription right exists | | | | | |||
| Details, including nature of the rights | | | | | |||
| concerned and relevant percentages: | | | | | |||
| 3. | DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER | ||||||
| (a) | Purchases and sales | | | | | | |
| Class of relevant | Purchase/sale | Number of | Price per unit | ||||
| security | | securities | | ||||
| common stock | Purchase | 134,160 | 46.9680 USD | ||||
| common stock | Purchase | 99,969 | 47.0372 USD | ||||
| common stock | Purchase | 40,701 | 46.8720 USD | ||||
| common stock | Purchase | 21,053 | 46.9342 USD | ||||
| common stock | Purchase | 12,078 | 46.8636 USD | ||||
| common stock | Purchase | 11,747 | 46.8761 USD | ||||
| common stock | Purchase | 8,522 | 46.7318 USD | ||||
| common stock | Purchase | 6,577 | 46.9951 USD | ||||
| common stock | Purchase | 4,906 | 46.8190 USD | ||||
| common stock | Purchase | 4,442 | 46.7945 USD | ||||
| common stock | Purchase | 4,050 | 46.7569 USD | ||||
| common stock | Purchase | 3,777 | 46.6512 USD | ||||
| common stock | Purchase | 3,700 | 46.9100 USD | ||||
| common stock | Purchase | 3,654 | 47.0800 USD | ||||
| common stock | Purchase | 3,606 | 46.8833 USD | ||||
| common stock | Purchase | 2,678 | 46.4600 USD | ||||
| common stock | Purchase | 2,301 | 47.0499 USD | ||||
| common stock | Purchase | 1,678 | 46.8701 USD | ||||
| common stock | Purchase | 1,531 | 46.6822 USD | ||||
| common stock | Purchase | 1,272 | 46.7344 USD | ||||
| common stock | Purchase | 1,150 | 47.0188 USD | ||||
| common stock | Purchase | 1,107 | 46.7457 USD | ||||
| common stock | Purchase | 1,029 | 47.0654 USD | ||||
| common stock | Purchase | 921 | 46.7192 USD | ||||
| common stock | Purchase | 837 | 46.9323 USD | ||||
| common stock | Purchase | 688 | 46.2270 USD | ||||
| common stock | Purchase | 648 | 46.7322 USD | ||||
| common stock | Purchase | 485 | 47.0803 USD | ||||
| common stock | Purchase | 456 | 46.7470 USD | ||||
| common stock | Purchase | 425 | 47.0376 USD | ||||
| common stock | Purchase | 392 | 47.0094 USD | ||||
| common stock | Purchase | 310 | 42.5114 EUR | ||||
| common stock | Purchase | 300 | 47.0308 USD | ||||
| common stock | Purchase | 230 | 42.1130 EUR | ||||
| common stock | Purchase | 222 | 46.9350 USD | ||||
| common stock | Purchase | 200 | 47.0200 USD | ||||
| common stock | Purchase | 181 | 46.7754 USD | ||||
| common stock | Purchase | 162 | 46.9300 USD | ||||
| common stock | Purchase | 117 | 46.6273 USD | ||||
| common stock | Purchase | 100 | 47.0300 USD | ||||
| common stock | Purchase | 100 | 46.2900 USD | ||||
| common stock | Purchase | 32 | 46.7500 USD | ||||
| common stock | Purchase | 30 | 46.6800 USD | ||||
| common stock | Purchase | 17 | 46.4965 USD | ||||
| common stock | Sale | 94,929 | 47.0502 USD | ||||
| common stock | Sale | 73,946 | 47.0062 USD | ||||
| common stock | Sale | 59,515 | 46.8835 USD | ||||
| common stock | Sale | 21,382 | 47.0800 USD | ||||
| common stock | Sale | 16,536 | 46.9445 USD | ||||
| common stock | Sale | 13,169 | 46.8983 USD | ||||
| common stock | Sale | 12,881 | 47.0400 USD | ||||
| common stock | Sale | 9,625 | 46.8707 USD | ||||
| common stock | Sale | 8,593 | 46.9876 USD | ||||
| common stock | Sale | 7,828 | 46.9022 USD | ||||
| common stock | Sale | 7,099 | 46.8917 USD | ||||
| common stock | Sale | 7,000 | 46.4502 USD | ||||
| common stock | Sale | 6,422 | 47.0259 USD | ||||
| common stock | Sale | 5,584 | 46.8733 USD | ||||
| common stock | Sale | 5,500 | 46.8747 USD | ||||
| common stock | Sale | 4,792 | 46.8074 USD | ||||
| common stock | Sale | 4,442 | 46.7945 USD | ||||
| common stock | Sale | 4,306 | 46.7181 USD | ||||
| common stock | Sale | 3,952 | 46.8332 USD | ||||
| common stock | Sale | 3,793 | 47.0309 USD | ||||
| common stock | Sale | 3,700 | 46.9100 USD | ||||
| common stock | Sale | 3,569 | 46.6162 USD | ||||
| common stock | Sale | 3,196 | 46.9152 USD | ||||
| common stock | Sale | 3,005 | 47.0243 USD | ||||
| common stock | Sale | 2,632 | 46.8078 USD | ||||
| common stock | Sale | 2,544 | 47.0190 USD | ||||
| common stock | Sale | 2,301 | 47.0499 USD | ||||
| common stock | Sale | 2,262 | 46.9661 USD | ||||
| common stock | Sale | 2,070 | 46.9324 USD | ||||
| common stock | Sale | 2,030 | 46.4600 USD | ||||
| common stock | Sale | 1,783 | 46.8380 USD | ||||
| common stock | Sale | 1,710 | 47.0179 USD | ||||
| common stock | Sale | 1,332 | 46.8704 USD | ||||
| common stock | Sale | 1,296 | 46.7322 USD | ||||
| common stock | Sale | 1,269 | 46.9978 USD | ||||
| common stock | Sale | 1,259 | 46.8811 USD | ||||
| common stock | Sale | 1,189 | 46.9014 USD | ||||
| common stock | Sale | 1,038 | 46.6820 USD | ||||
| common stock | Sale | 1,000 | 46.9085 USD | ||||
| common stock | Sale | 900 | 46.9877 USD | ||||
| common stock | Sale | 616 | 46.8408 USD | ||||
| common stock | Sale | 611 | 46.7496 USD | ||||
| common stock | Sale | 505 | 46.9086 USD | ||||
| common stock | Sale | 419 | 47.0102 USD | ||||
| common stock | Sale | 410 | 46.9734 USD | ||||
| common stock | Sale | 400 | 46.8975 USD | ||||
| common stock | Sale | 345 | 47.0236 USD | ||||
| common stock | Sale | 344 | 46.2270 USD | ||||
| common stock | Sale | 322 | 46.6808 USD | ||||
| common stock | Sale | 310 | 42.5114 EUR | ||||
| common stock | Sale | 300 | 47.0308 USD | ||||
| common stock | Sale | 300 | 46.8200 USD | ||||
| common stock | Sale | 256 | 46.7013 USD | ||||
| common stock | Sale | 242 | 46.2236 USD | ||||
| common stock | Sale | 230 | 42.1130 EUR | ||||
| common stock | Sale | 222 | 46.9350 USD | ||||
| common stock | Sale | 128 | 46.6865 USD | ||||
| common stock | Sale | 117 | 46.6273 USD | ||||
| common stock | Sale | 100 | 46.9000 USD | ||||
| common stock | Sale | 60 | 46.6000 USD | ||||
| common stock | Sale | 52 | 46.2400 USD | ||||
| common stock | Sale | 50 | 46.2300 USD | ||||
| common stock | Sale | 42 | 46.6833 USD | ||||
| common stock | Sale | 36 | 46.9972 USD | ||||
| common stock | Sale | 32 | 46.7500 USD | ||||
| common stock | Sale | 12 | 46.3100 USD | ||||
| common stock | Sale | 6 | 47.0900 USD | ||||
| common stock | Sale | 5 | 47.0300 USD | ||||
| common stock | Sale | 2 | 46.2000 USD | ||||
| common stock | Sale | 1 | 46.6800 USD | ||||
| | | | | | | | |
| (b) | Cash-settled derivative transactions | | |||||
| Class of | Product | Nature of dealing | Number of | Price per | |||
| relevant | description | | reference | unit | |||
| security | | | securities | | |||
| | | | | | |||
| | | | | | | | |
| (c) | Stock-settled derivative transactions (including options) | | |||||
| (i) | Writing, selling, purchasing or varying | | |||||
| Class | Product | Writing, | Number | Exercise | Type | Expiry | Option |
| of | description | purchasing, | of | price | | date | money |
| relevant | | selling, | securities | per unit | | | paid/ |
| security | | varying etc | to which | | | | received |
| | | | option | | | | per unit |
| | | | relates | | | | |
| | | | | | | | |
| | | | | | | | |
| (ii) | Exercising | | | | | | |
| Class of relevant | Product description | Exercising/ exercised against | Number of | Exercise price per | |||
| security | | | securities | unit | |||
| | | | | | |||
| | | | | | | | |
| (d) | Other dealings (including subscribing for new securities) | | |||||
| Class of relevant | Nature of Dealings | Details | Price per unit (if | ||||
| security | | | applicable) | ||||
| | | | | ||||
| 4. | OTHER INFORMATION | ||||||
| (a) | Indemnity and other dealings 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: | | | | ||||
| NONE | |||||||
| (b) | Agreements, arrangements or understandings relating to options or derivatives | | |||||
| Details of any agreement, arrangement or understanding, formal or informal, between | | | |||||
| the person 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 of future acquisition or disposal of any relevant securities to which | | | |||||
| any derivative is referenced: | | | | | | | |
| NONE | |||||||
| (c) | Attachments | | | | | | |
| Is a Supplemental Form 8 (Open Positions) attached? | YES | ||||||
| Date of disclosure: | 19 Aug 2024 | ||||||
| Contact name: | Large Holdings Regulatory Operations | ||||||
| Telephone number: | 020 3134 7213 | ||||||
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
| 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: | |||||||
| | | | | | | | |
| 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 | Written | 123,800 | 45.0000 | American | 20 Sep 2024 | |
| | | | | | | | |
| 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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