Guide to Form 8.5 (EPT/RI): Public Dealing Disclosure Requirements

Form 8.5 (EPT/RI) is a mandatory filing for exempt principal traders who hold recognised intermediary status and are engaged in client-serving activities. The form is specifically required under Rule 8.5 of the UK Takeover Code (the “Code”). Below, we provide a simplified overview of the key requirements and information needed for this disclosure.

1. Key Information

Filing entities must provide details about the securities and relevant parties involved in the dealings. Accurate and up-to-date information is essential for regulatory compliance.

2. Dealings by the Exempt Principal Trader

Form 8.5 requires disclosure of various types of dealings:

a. Purchases and Sales

Any direct buying or selling of shares or other securities relevant to the transaction must be listed.

b. Derivative Transactions (Excluding Options)

Report any trading in derivatives related to the relevant securities, excluding option-based contracts.

c. Options Transactions with Existing Securities

This includes:

• Writing, Selling, Purchasing, or Amending Options: Details about any changes or trades involving option contracts on relevant securities.
• Exercising Options: Information about the execution of previously granted options.

d. Other Dealings

Transactions such as subscribing for new securities or any other relevant dealings should also be detailed.

Note: All monetary values and prices must be specified in the relevant currency.

If there have been transactions involving multiple classes of securities, the appropriate tables should be copied for each class.

3. Other Information

a. Indemnities and Other Arrangements

Disclose any indemnity agreements or arrangements that pertain to the securities dealings.

b. Options or Derivatives Agreements

Provide information on any agreements, arrangements, or understandings related to options or derivatives affecting the relevant securities.

Regulatory Disclosure Procedure

Public disclosures under Rule 8 of the Code must be submitted to a Regulatory Information Service. Complete and accurate reporting ensures transparency during takeover bids and helps maintain market integrity.

This content is for informational purposes only and does not constitute financial advice.