| 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: | 14 Jan 2025 | |||||
| (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: | | | 620,248 | 0.18% | 655,632 | 0.19% |
| (2) | Cash-settled derivatives: | | | | | ||
| | and/or controlled: | | | 534,090 | 0.15% | 13,660 | 0.00% |
| (3) | Stock-settled derivatives (including options) | | | | | ||
| | and agreements to purchase/sell: | | | 0 | 0.00% | 2000 | 0.00% |
| | | | | | | | |
| | TOTAL: | | | 1,154,338 | 0.33% | 671,292 | 0.19% |
| (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 | 141,523 | 54.9403 USD | ||||
| common stock | Purchase | 61,591 | 55.3062 USD | ||||
| common stock | Purchase | 55,049 | 54.8483 USD | ||||
| common stock | Purchase | 32,038 | 55.1140 USD | ||||
| common stock | Purchase | 24,293 | 54.7438 USD | ||||
| common stock | Purchase | 17,517 | 55.4200 USD | ||||
| common stock | Purchase | 11,507 | 54.8292 USD | ||||
| common stock | Purchase | 7,498 | 54.9267 USD | ||||
| common stock | Purchase | 7,172 | 55.1263 USD | ||||
| common stock | Purchase | 6,260 | 54.7640 USD | ||||
| common stock | Purchase | 5,835 | 54.6997 USD | ||||
| common stock | Purchase | 5,419 | 55.2275 USD | ||||
| common stock | Purchase | 3,888 | 54.8481 USD | ||||
| common stock | Purchase | 3,869 | 54.9771 USD | ||||
| common stock | Purchase | 3,667 | 54.8239 USD | ||||
| common stock | Purchase | 3,320 | 54.9363 USD | ||||
| common stock | Purchase | 3,193 | 54.9096 USD | ||||
| common stock | Purchase | 3,125 | 54.8740 USD | ||||
| common stock | Purchase | 2,077 | 55.1698 USD | ||||
| common stock | Purchase | 1,745 | 54.8250 USD | ||||
| common stock | Purchase | 1,166 | 55.2244 USD | ||||
| common stock | Purchase | 909 | 54.8502 USD | ||||
| common stock | Purchase | 900 | 53.9711 USD | ||||
| common stock | Purchase | 795 | 54.5565 USD | ||||
| common stock | Purchase | 780 | 54.7267 USD | ||||
| common stock | Purchase | 756 | 54.9698 USD | ||||
| common stock | Purchase | 719 | 54.7169 USD | ||||
| common stock | Purchase | 638 | 54.6791 USD | ||||
| common stock | Purchase | 400 | 55.1800 USD | ||||
| common stock | Purchase | 376 | 55.0272 USD | ||||
| common stock | Purchase | 328 | 55.4039 USD | ||||
| common stock | Purchase | 263 | 54.8171 USD | ||||
| common stock | Purchase | 219 | 54.7366 USD | ||||
| common stock | Purchase | 200 | 55.0800 USD | ||||
| common stock | Purchase | 179 | 54.8063 USD | ||||
| common stock | Purchase | 157 | 54.9434 USD | ||||
| common stock | Purchase | 131 | 54.7462 USD | ||||
| common stock | Purchase | 100 | 55.0200 USD | ||||
| common stock | Purchase | 100 | 54.5200 USD | ||||
| common stock | Purchase | 100 | 54.6600 USD | ||||
| common stock | Purchase | 100 | 55.2400 USD | ||||
| common stock | Purchase | 100 | 54.6000 USD | ||||
| common stock | Purchase | 81 | 54.8120 USD | ||||
| common stock | Purchase | 75 | 54.4950 USD | ||||
| common stock | Purchase | 75 | 54.6450 USD | ||||
| common stock | Purchase | 53 | 54.9547 USD | ||||
| common stock | Purchase | 34 | 54.5300 USD | ||||
| common stock | Purchase | 9 | 55.1500 USD | ||||
| common stock | Purchase | 9 | 55.2100 USD | ||||
| common stock | Purchase | 9 | 55.3900 USD | ||||
| common stock | Purchase | 5 | 53.9104 USD | ||||
| common stock | Sale | 167,532 | 54.9577 USD | ||||
| common stock | Sale | 83,168 | 54.7747 USD | ||||
| common stock | Sale | 37,589 | 55.3325 USD | ||||
| common stock | Sale | 24,378 | 55.4200 USD | ||||
| common stock | Sale | 19,646 | 54.8562 USD | ||||
| common stock | Sale | 18,268 | 55.3816 USD | ||||
| common stock | Sale | 9,469 | 55.0971 USD | ||||
| common stock | Sale | 7,172 | 55.1263 USD | ||||
| common stock | Sale | 6,975 | 54.8464 USD | ||||
| common stock | Sale | 6,616 | 54.8159 USD | ||||
| common stock | Sale | 5,696 | 54.8120 USD | ||||
| common stock | Sale | 2,737 | 54.7183 USD | ||||
| common stock | Sale | 2,672 | 55.2056 USD | ||||
| common stock | Sale | 2,077 | 55.1698 USD | ||||
| common stock | Sale | 2,068 | 55.2523 USD | ||||
| common stock | Sale | 1,227 | 55.0907 USD | ||||
| common stock | Sale | 1,109 | 54.9030 USD | ||||
| common stock | Sale | 947 | 55.2502 USD | ||||
| common stock | Sale | 752 | 54.5062 USD | ||||
| common stock | Sale | 675 | 55.2645 USD | ||||
| common stock | Sale | 494 | 54.5204 USD | ||||
| common stock | Sale | 490 | 54.6936 USD | ||||
| common stock | Sale | 400 | 54.6975 USD | ||||
| common stock | Sale | 400 | 54.5250 USD | ||||
| common stock | Sale | 333 | 55.2827 USD | ||||
| common stock | Sale | 301 | 54.6158 USD | ||||
| common stock | Sale | 300 | 55.1566 USD | ||||
| common stock | Sale | 210 | 53.9954 USD | ||||
| common stock | Sale | 205 | 55.1880 USD | ||||
| common stock | Sale | 200 | 54.6600 USD | ||||
| common stock | Sale | 188 | 54.6479 USD | ||||
| common stock | Sale | 185 | 54.5975 USD | ||||
| common stock | Sale | 150 | 54.4950 USD | ||||
| common stock | Sale | 144 | 55.4016 USD | ||||
| common stock | Sale | 103 | 55.2792 USD | ||||
| common stock | Sale | 100 | 55.2400 USD | ||||
| common stock | Sale | 100 | 54.5400 USD | ||||
| common stock | Sale | 100 | 54.5450 USD | ||||
| common stock | Sale | 45 | 55.0900 USD | ||||
| common stock | Sale | 34 | 54.5300 USD | ||||
| common stock | Sale | 10 | 53.9700 USD | ||||
| common stock | Sale | 6 | 54.7616 USD | ||||
| common stock | Sale | 4 | 55.2475 USD | ||||
| common stock | Sale | 2 | 54.9800 USD | ||||
| common stock | Sale | 2 | 54.7750 USD | ||||
| common stock | Sale | 2 | 55.1100 USD | ||||
| | | | | | | | |
| (b) | Cash-settled derivative transactions | | |||||
| Class of | Product | Nature of dealing | Number of | Price per | |||
| relevant | description | | reference | unit | |||
| security | | | securities | | |||
| common stock | SWAP | Increasing Long | 9,943 | 53.2013 USD | |||
| common stock | SWAP | Decreasing Long | 9,943 | 53.2013 USD | |||
| common stock | SWAP | Decreasing Long | 273 | 55.4224 USD | |||
| | | | | | | | |
| (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 | | | | |
| common stock | Call Options | Selling | 2,000 | 55.0000 USD | American | 17 Jan 2025 | 0.7500 USD |
| | | | | | | | |
| (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? | NO | ||||||
| Date of disclosure: | 15 Jan 2025 | ||||||
| Contact name: | Large Holdings Regulatory Operations | ||||||
| Telephone number: | 020 3134 7213 | ||||||
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