Boussard & Gavaudan Investment Management LLP: Form 8.3 - NortonLifeLock Inc.
Boussard & Gavaudan Investment Management LLP
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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) Identity of the person whose positions/dealings are being disclosed:
Boussard & Gavaudan Investment Management LLP
Boussard & Gavaudan Gestion SAS
acting on behalf of various funds
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):
The naming of nominee or vehicle companies is insufficient
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
Use a separate form for each offeror/offeree
NortonLifeLock Inc.
(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:
26th January 2022
(f) Has the discloser previously disclosed, or are they today disclosing, under the Code in respect of any other party to this offer?
No
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:
USD 0.01 common
ISIN: US6687711084
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
467,897
0.08%
(2) Derivatives CFD (other than options):
41,150
0.00%
(3) Options and agreements to purchase/sell:
696,300
0.11%
TOTAL:
1,205,347
0.19%
All interests and all short positions should be disclosed. Details of any open derivative or option positions, or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).
Class of relevant security:
2.000% Senior Unsecured Convertible Notes August 2022
ISIN: US668771AA66
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
7,302,000
1.16%
(2) Derivatives CFD (other than options):
644,000
0.10%
(3) Options and agreements to purchase/sell:
TOTAL:
7,946,000
1.26%
(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:
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.
3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE
(a) Purchases and sales
Class of relevant security
Purchase/sale
Number of securities
Price per unit USD
(b) Derivatives transactions (other than options)
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
USD 0.01 common
CFD
Increase a short position
139
25.54
(c) Options transactions in respect of existing securities
(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) Exercising
Class of relevant security
Product description
e.g. call option
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)
The currency of all prices and other monetary amounts should be stated.
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.
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:
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 ?
YES
Date of disclosure:
27th January 2022
Contact name:
Deborah Gewinner
Telephone number:
+44 203 751 54 12
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk. 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.
DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.
Note 5(i) on Rule 8 of the Takeover Code (the “Code”)
1. KEY INFORMATION
Full name of person making disclosure:
Boussard & Gavaudan Investment Management LLP
Boussard & Gavaudan Gestion SAS
acting on behalf of various funds
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:
NortonLifeLock Inc.
2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
Class of relevant security
Product description e.g. call option
Written or purchased
Number of securities to which option or derivative relates
Exercise price per unit
Type
e.g. American, European etc.
Expiry date
USD 0.01 common
Call option
sold
696,300
32
American
14th April 2022
3. AGREEMENTS TO PURCHASE OR SELL ETC.
Full details should be given so that the nature of the interest or position can be fully understood:
In addition to our short position in convertible bonds and common shares, we have a short position (sold) on 696,300 listed American calls (1 option = 1 underlying share), strike USD 32, expiring on 14th April 2022.
It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to cash-settled derivatives.
The currency of all prices and other monetary amounts should be stated.
The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.
