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Pentwater Capital Management LP - Form 8.3 - Allergan Plc

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FORM 8.3

IRISH TAKEOVER PANEL

DISCLOSURE UNDER RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2013

DEALINGS BY PERSONS WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

  1. KEY INFORMATION
Name of person dealing (Note 1) Pentwater Capital Management LP
Company dealt in Allergan Plc
Class of relevant security to which the dealings being disclosed relate (Note 2) $0.0001 Ordinary Shares
Date of dealing March 23, 2020

3INTERESTS AND SHORT POSITIONS

  1. Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)
Long Short
Number (%) Number (%)
(1) Relevant securities    1,650,542        0.50%
(2) Derivatives (other than options)    6,218,149        1.89%
(3) Options and agreements to purchase/sell          695,000        0.21%
Total    7,868,691         2.39% 695,000        0.21%    
  1. Interests and short positions in relevant securities of the 6ompany, other than the class dealt in (Note 3)
Class of relevant security: Long Short
Number (%) Number (%)
(1) Relevant securities

(2) Derivatives (other than options)

(3) Options and agreements to purchase/sell
Total

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  1. DEALINGS (Note 4)
  1. Purchases and sales

Purchase/sale

Number of relevant securities

Price per unit (Note 5)
  purchase           6,000    167.37 USD
  sale           6,000    170.23 USD
  1. Derivatives transactions (other than options transactions)
Product name,
e.g. CFD
Nature of transaction
(Note 6)
Number of relevant securities
(Note 7)
Price per unit
(Note 5)
    TRS  Increase long      4,000    168.22 USD
  1. Options transactions in respect of existing relevant securities
  1. Writing, selling, purchasing or varying
Product name,
e.g. call option
Writing, selling, purchasing, varying etc. Number of securities to which the option relates (Note 7) Exercise price Type, e.g. American, European etc. Expiry date Option money paid/received per unit (Note 5)
  1. Exercising
Product name,
e.g. call option
Number of securities Exercise price per unit (Note 5)
        
  1. Other dealings (including transactions in respect of new securities) (Note 4)
Nature of transaction
(Note 8)
Details Price per unit
(if applicable) (Note 5)

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2.OTHER INFORMATION

Agreements, arrangements or understandings relating to options or derivatives

Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated.

Is a Supplemental Form 8 attached? (Note 9)                                            YES

Date of disclosure March 24, 2020
Contact name Neal Nenadovic
Telephone number 312-589-6405
If a connected EFM, name of offeree/offeror with which connected
If a connected EFM, state nature of connection (Note 10)

   

                                                                                 
SUPPLEMENTAL FORM 8

IRISH TAKEOVER PANEL

DISCLOSURE UNDER RULE 8.1 AND RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT,   1997, TAKEOVER RULES, 2007 (AS AMENDED)

DETAILS OF OPEN POSITIONS

 (This form should be attached to Form 8.1(a) & (b)(i), Form 8.1(b)(ii) or Form 8.3, as   appropriate)



OPEN POSITIONS (Note 1)
Product name, e.g. call option Written or purchased Number of relevant securities to which the option or derivative relates Exercise price (Note 2) Type, e.g. American, European etc. Expiry date
Put option Purchased         (300,000) 150.00 USD     American 06/19/20
Put option Purchased          (125,000) 155.00 USD    American 06/19/20
Put option Purchased          (70,000) 145.00 USD     American 06/19/20
Put option Purchased         (200,000) 165.00 USD     American 04/17/20