AMENDMENT
FORM 8.5 (EPT/RI)
PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY
Rule 8.5 of the Takeover Code (the "Code")
1. KEY INFORMATION
| (a) Name of exempt principal trader: | J.P. Morgan Securities Plc |
| (b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Spectris plc |
| (c) Name of the party to the offer with which exempt principal trader is connected: | Financial advisor to KKR & CO INV. |
| (d) Date dealing undertaken: | 23 June 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 this offer? If it is a cash offer or possible cash offer, state "N/A" | N/A |
2. DEALINGS 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 2(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 |
| 5p ordinary | Purchase
Sale | 2,235,297
1,794,012 | 38.0800 GBP
38.0800 GBP | 37.0418 GBP
36.7316 GBP |
(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 |
| 5p ordinary | Equity Swap | Decrease Long
Decrease Short
Increase Long
Increase Short
Opening a long position
Opening a short position
| 9,264 2,354 1,284 1,898 2,800 628 666 4,638 56,082 54,452 680 32 8,104 58
100,000 131,996 714 276 10,910 20,000 35,420 218 122 1,320 106 598 1,554 156 13,388 10,626 62 870 42,960 11,458 332 2,480 334 1,762 22,253 4,588
74,100 400 200 2,380 16,972 8,506 2,330 3,842 572 20,366 4,096 60 4,298
200,000 14 40,000 2,510 282 2,690 3,242 10 8 16 24 114,678 10 16 12,550 16 2,012 8 368 2,424 7,888 8 50,000 180 8
1,980
20,000 50,000 26,957 80,000 462 1,980 30,000 138,000 | 37.6460 GBP 37.6892 GBP 37.7633 GBP 37.7686 GBP 37.8105 GBP 37.8106 GBP 37.8263 GBP 37.8300 GBP 37.8545 GBP 37.8627 GBP 37.9259 GBP 37.9800 GBP 37.9825 GBP 37.9838 GBP
36.7316 GBP 37.0905 GBP 37.7274 GBP 37.7662 GBP 37.7688 GBP 37.7703 GBP 37.7735 GBP 37.7890 GBP 37.7940 GBP 37.8081 GBP 37.8121 GBP 37.8213 GBP 37.8554 GBP 37.8708 GBP 37.8824 GBP 37.8832 GBP 37.8943 GBP 37.8996 GBP 37.9034 GBP 37.9258 GBP 37.9272 GBP 37.9402 GBP 37.9539 GBP 37.9711 GBP 37.9714 GBP 37.9760 GBP
37.6134 GBP 37.6174 GBP 37.7974 GBP 37.8146 GBP 37.8736 GBP 37.8757 GBP 37.9306 GBP 37.9307 GBP 37.9447 GBP 37.9754 GBP 37.9762 GBP 37.9773 GBP 37.9800 GBP
36.9185 GBP 37.6240 GBP 37.6588 GBP 37.6630 GBP 37.6839 GBP 37.7047 GBP 37.7133 GBP 37.7440 GBP 37.7640 GBP 37.7840 GBP 37.8040 GBP 37.8280 GBP 37.8840 GBP 37.9240 GBP 37.9363 GBP 37.9383 GBP 37.9430 GBP 37.9440 GBP 37.9489 GBP 37.9664 GBP 37.9806 GBP 37.9840 GBP 37.9990 GBP 38.0095 GBP 38.0240 GBP
37.9200 GBP
37.4726 GBP 37.5146 GBP 37.7978 GBP 37.9179 GBP 37.9400 GBP 37.9800 GBP 37.9908 GBP 38.0380 GBP |
(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) |
|
|
|
|
|
3. 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
|
Date of disclosure: | 25 June 2025 |
Contact name: | Hetvi Shah |
Telephone number: | 44 2034 936359 |
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 dealing 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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