FORM 8.5 (EPT/NON-RI)
PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY ("RI") STATUS (OR WHERE RI STATUS IS NOT APPLICABLE)
Rule 8.5 of the Takeover Code (the "Code")
1. KEY INFORMATION
| (a) Name of exempt principal trader: | GOLDMAN SACHS & CO. LLC |
| (b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | QUALCOMM INCORPORATED |
| (c) Name of the party to the offer with which exempt principal trader is connected: | ALPHAWAVE IP GROUP PLC |
| (d) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure | 03 April 2025 |
| (e) In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to the offer? If it is a cash offer or possible cash offer, state "N/A" | NO |
2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER
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(b), 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:
| USD 0.0001 common | |||
|
| Interests | Short positions | ||
|
| Number | % | Number | % |
| (1) Relevant securities owned and/or controlled: | 657,381.73 | 0.05 | 544,604.73 | 0.04 |
| (2) Cash-settled derivatives: | 1,915,425 | 0.17 | 266,971 | 0.02 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/sell: | 214,871 | 0.01 | 350,760 | 0.03 |
|
TOTAL: | 2,787,677.73 | 0.25 | 1,162,335.73 | 0.10 |
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 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 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 | Purchases/ sales
| Total number of securities | Highest price per unit paid/received | Lowest price per unit paid/received |
| USD 0.0001 common | Purchases | 1,858,313 | 195.8800 USD | 138.5900 USD |
| USD 0.0001 common | Sales | 2,672,529 | 147.2900 USD | 138.5700 USD |
(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 |
| USD 0.0001 common | CFD | Increasing a short position | 1 | 138.7810 USD |
| USD 0.0001 common | CFD | Increasing a short position | 749 | 138.9136 USD |
| USD 0.0001 common | CFD | Reducing a long position | 287 | 139.1860 USD |
| USD 0.0001 common | CFD | Opening a short position | 12 | 139.1917 USD |
| USD 0.0001 common | CFD | Reducing a short position | 790 | 139.4175 USD |
| USD 0.0001 common | CFD | Increasing a short position | 1,230 | 139.4265 USD |
| USD 0.0001 common | CFD | Reducing a long position | 2,129 | 139.6264 USD |
| USD 0.0001 common | CFD | Opening a short position | 872 | 139.6264 USD |
| USD 0.0001 common | CFD | Increasing a short position | 341 | 139.6510 USD |
| USD 0.0001 common | CFD | Reducing a long position | 30 | 139.6733 USD |
| USD 0.0001 common | CFD | Increasing a short position | 40 | 139.7723 USD |
| USD 0.0001 common | CFD | Increasing a short position | 65 | 139.7723 USD |
| USD 0.0001 common | CFD | Reducing a short position | 148 | 140.1306 USD |
| USD 0.0001 common | CFD | Increasing a short position | 2,793 | 140.3547 USD |
| USD 0.0001 common | CFD | Increasing a short position | 4,556 | 140.3547 USD |
| USD 0.0001 common | CFD | Increasing a short position | 9 | 140.6626 USD |
| USD 0.0001 common | CFD | Increasing a short position | 2 | 141.2350 USD |
| USD 0.0001 common | CFD | Increasing a long position | 326 | 141.8030 USD |
| USD 0.0001 common | CFD | Increasing a short position | 1,929 | 144.3102 USD |
| USD 0.0001 common | CFD | Increasing a short position | 3,147 | 144.3129 USD |
| USD 0.0001 common | CFD | Reducing a short position | 211 | 144.9609 USD |
| USD 0.0001 common | CFD | Reducing a long position | 83 | 145.7814 USD |
| USD 0.0001 common | CFD | Opening a long position | 600 | 145.9395 USD |
(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 |
| USD 0.0001 common | Forward | Purchasing | 80 | N/A | N/A | N/A | 186.4953 USD |
| USD 0.0001 common | Put Option / (1.00 : 100.00) | Purchasing | 720 (72,000) | 140.0000 USD | AMERICAN | 17/04/2025 | 4.5000 USD |
(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 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
|
(c) Attachments
| Is a Supplemental Form 8 (Open Positions) attached? | NO |
Date of disclosure: | 04 April 2025 |
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.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
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