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: | GOLDMAN SACHS NON EXEMPT ENTITY GROUP |
| (b) Owner or controller of interests and short positions disclosed, if different from 1(a): The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named. | |
| (c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | REA GROUP LTD |
| (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: For an opening position disclosure, state the latest practicable date prior to the disclosure | 27 September 2024 |
| (f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer? If it is a cash offer or possible cash offer, state "N/A" | YES - disclosed previously for RIGHTMOVE PLC |
2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE
If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.
(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:
| Ordinary NPV | |||
|
| Interests | Short positions | ||
|
| Number | % | Number | % |
| (1) Relevant securities owned and/or controlled: | 559,256 | 0.42 | 2,896,830 | 2.19 |
| (2) Cash-settled derivatives: | 2,896,609 | 2.19 | 559,115 | 0.42 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 0 | 0.00 | 0 | 0.00 |
|
TOTAL: | 3,455,865 | 2.61 | 3,455,945 | 2.61 |
All interests and all short positions should be disclosed.
Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).
(b) Rights to subscribe for new securities (including directors' and other employee 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 PERSON MAKING THE DISCLOSURE
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(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 | Purchase/sale
| Number of securities | Price per unit |
| Ordinary NPV | Purchase | 1 | 198.3100 AUD |
| Ordinary NPV | Purchase | 2,651 | 198.9065 AUD |
| Ordinary NPV | Purchase | 239 | 199.1537 AUD |
| Ordinary NPV | Purchase | 516 | 199.1844 AUD |
| Ordinary NPV | Purchase | 1,846 | 199.2263 AUD |
| Ordinary NPV | Purchase | 500 | 199.4373 AUD |
| Ordinary NPV | Purchase | 104 | 199.4830 AUD |
| Ordinary NPV | Purchase | 18 | 199.6117 AUD |
| Ordinary NPV | Purchase | 29 | 199.6463 AUD |
| Ordinary NPV | Purchase | 98 | 199.7276 AUD |
| Ordinary NPV | Purchase | 104 | 199.8727 AUD |
| Ordinary NPV | Purchase | 279 | 200.0160 AUD |
| Ordinary NPV | Purchase | 91 | 200.0400 AUD |
| Ordinary NPV | Sale | 1 | 198.3100 AUD |
| Ordinary NPV | Sale | 443 | 198.4491 AUD |
| Ordinary NPV | Sale | 518 | 198.4905 AUD |
| Ordinary NPV | Sale | 18 | 198.6250 AUD |
| Ordinary NPV | Sale | 227 | 198.6707 AUD |
| Ordinary NPV | Sale | 293 | 198.6983 AUD |
| Ordinary NPV | Sale | 90 | 198.9441 AUD |
| Ordinary NPV | Sale | 146 | 198.9790 AUD |
| Ordinary NPV | Sale | 204 | 198.9919 AUD |
| Ordinary NPV | Sale | 37 | 199.0711 AUD |
| Ordinary NPV | Sale | 661 | 199.1572 AUD |
| Ordinary NPV | Sale | 25 | 199.1908 AUD |
| Ordinary NPV | Sale | 191 | 199.3095 AUD |
| Ordinary NPV | Sale | 8,543 | 199.4251 AUD |
| Ordinary NPV | Sale | 6,456 | 199.5134 AUD |
| Ordinary NPV | Sale | 3,648 | 199.6213 AUD |
| Ordinary NPV | Sale | 2,840 | 199.7883 AUD |
| Ordinary NPV | Sale | 12 | 199.9050 AUD |
(b) Cash-settled derivative transactions
| Class of relevant security | Product description e.g. CFD | Nature of dealing e.g. opening/closing a long/short position, increasing/reducing a long/short position | Number of reference securities | Price per unit |
| Ordinary NPV | CFD | Reducing a long position | 69 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a short position | 69 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a short position | 8,059 | 198.3100 AUD |
| Ordinary NPV | CFD | Increasing a long position | 127 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a long position | 4,843 | 198.3100 AUD |
| Ordinary NPV | CFD | Opening a short position | 1,857 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a short position | 1,857 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a long position | 8,543 | 198.3100 AUD |
| Ordinary NPV | CFD | Increasing a long position | 1 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a short position | 4,605 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a long position | 1,846 | 198.3100 AUD |
| Ordinary NPV | CFD | Increasing a short position | 127 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a long position | 1 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a long position | 255 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a short position | 5,244 | 198.3100 AUD |
| Ordinary NPV | CFD | Opening a short position | 5,244 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a long position | 8,059 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a short position | 4,843 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a short position | 8,543 | 198.3100 AUD |
| Ordinary NPV | CFD | Increasing a short position | 500 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a short position | 1,846 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a short position | 500 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a short position | 255 | 198.3100 AUD |
| Ordinary NPV | CFD | Reducing a long position | 4,605 | 198.3100 AUD |
| Ordinary NPV | CFD | Increasing a long position | 443 | 198.4491 AUD |
| Ordinary NPV | CFD | Reducing a short position | 18 | 198.6250 AUD |
| Ordinary NPV | CFD | Reducing a long position | 3 | 198.7000 AUD |
| Ordinary NPV | CFD | Increasing a short position | 1,458 | 198.7267 AUD |
| Ordinary NPV | CFD | Opening a short position | 7 | 198.7500 AUD |
| Ordinary NPV | CFD | Reducing a short position | 90 | 198.9441 AUD |
| Ordinary NPV | CFD | Increasing a long position | 222 | 198.9600 AUD |
| Ordinary NPV | CFD | Reducing a short position | 1,568 | 198.9609 AUD |
| Ordinary NPV | CFD | Increasing a short position | 354 | 198.9889 AUD |
| Ordinary NPV | CFD | Reducing a short position | 1,139 | 199.0125 AUD |
| Ordinary NPV | CFD | Increasing a short position | 1,193 | 199.1262 AUD |
| Ordinary NPV | CFD | Reducing a long position | 236 | 199.1595 AUD |
| Ordinary NPV | CFD | Increasing a long position | 1,002 | 199.1633 AUD |
| Ordinary NPV | CFD | Reducing a short position | 25 | 199.1908 AUD |
| Ordinary NPV | CFD | Opening a short position | 1,846 | 199.2263 AUD |
| Ordinary NPV | CFD | Reducing a short position | 191 | 199.3095 AUD |
| Ordinary NPV | CFD | Increasing a short position | 64 | 199.3411 AUD |
| Ordinary NPV | CFD | Opening a long position | 8,543 | 199.4251 AUD |
| Ordinary NPV | CFD | Reducing a short position | 7 | 199.4257 AUD |
| Ordinary NPV | CFD | Opening a short position | 500 | 199.4373 AUD |
| Ordinary NPV | CFD | Increasing a short position | 22 | 199.4548 AUD |
| Ordinary NPV | CFD | Increasing a long position | 3,358 | 199.5881 AUD |
| Ordinary NPV | CFD | Increasing a long position | 5,232 | 199.6040 AUD |
| Ordinary NPV | CFD | Opening a short position | 255 | 199.6696 AUD |
| Ordinary NPV | CFD | Increasing a short position | 98 | 199.7276 AUD |
| Ordinary NPV | CFD | Reducing a short position | 2,375 | 199.8937 AUD |
| Ordinary NPV | CFD | Reducing a short position | 127 | 200.0000 AUD |
| Ordinary NPV | CFD | Opening a short position | 69 | 200.0000 AUD |
| Ordinary NPV | CFD | Increasing a short position | 279 | 200.0160 AUD |
| Ordinary NPV | CFD | Increasing a short position | 91 | 200.0400 AUD |
| Ordinary NPV | SWAP | Increasing a long position | 12 | 199.9050 AUD |
(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) |
| |
| | |
4. 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 person 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 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 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
|
(c) Attachments
| Is a Supplemental Form 8 (Open Positions) attached? | NO |
Date of disclosure: | 30 September 2024 |
Contact name: | Papa Lette and Andrzej Szyszka |
Telephone number*: | +33(1) 4212 1459 / +48(22) 317 4817 |
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 disclosure requirements on +44 (0)20 7638 0129.
*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel's Market Surveillance Unit.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
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