REG - Morgan Stanley & Co. Qualcomm Inc - Form 8.5 (EPT/RI)- Replacement of Aqua Acquisition
AMENDMENT(2(a))
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: | Morgan Stanley & Co. International plc |
(b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Aqua Acquisition Sub LLC (an indirect wholly-owned subsidiary of Qualcomm Incorporated) |
(c) Name of the party to the offer with which exempt principal trader is connected: | Alphawave IP Group plc |
(d) Date dealing undertaken: | 15 September 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" | YES - Alphawave IP Group plc |
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 |
USD 0.0001 common | PURCHASES | 159 | 137.4171 EUR | 136.7300 EUR |
USD 0.0001 common | SALES | 200,169 | 137.9978 EUR | 137.2200 EUR |
USD 0.0001 common | PURCHASES | 230,217 | 161.9710 USD | 160.5110 USD |
USD 0.0001 common | SALES | 39,066 | 161.9710 USD | 160.3990 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 | 2 | 136.8050 EUR |
USD 0.0001 common | CFD | increasing a short position | 5 | 137.0280 EUR |
USD 0.0001 common | CFD | increasing a short position | 98 | 137.4171 EUR |
USD 0.0001 common | CFD | reducing a long position | 16 | 136.8050 EUR |
USD 0.0001 common | Constant Leverage Certificate (ISIN DE000MG4NZM4) | SHORT | 100 | 2.2200 EUR |
USD 0.0001 common | Constant Leverage Certificate (ISIN DE000MK45R42) | SHORT | 23 | 4.1700 EUR |
USD 0.0001 common | Mini Future (ISIN GB00BL011Q29) | LONG | 51 | 77.1700 SEK |
USD 0.0001 common | Miscellaneous Leverage Without Knock Out (ISIN DE000MG8C1G1) | SHORT | 1,000 | 1.5600 EUR |
USD 0.0001 common | Open End Knock Out Warrant (ISIN DE000ME359N4) | SHORT | 50 | 3.2800 EUR |
USD 0.0001 common | Open End Knock Out Warrant (ISIN DE000ME359P9) | SHORT | 1,000 | 3.1600 EUR |
USD 0.0001 common | Open End Knock Out Warrant (ISIN DE000MM28T15) | SHORT | 400 | 1.2000 EUR |
USD 0.0001 common | Open End Knock Out Warrant (ISIN DE000MM28T56) | SHORT | 526 | 0.9500 EUR |
USD 0.0001 common | Open End Knock Out Warrant (ISIN DE000MM2WTQ5) | SHORT | 5,000 | 0.6720 EUR |
USD 0.0001 common | Warrants (ISIN DE000ME65YX7) | LONG | 3,040 | 1.1010 EUR |
USD 0.0001 common | Warrants (ISIN DE000MJ8FY57) | LONG | 45 | 1.6900 EUR |
(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 | PUT | WRITING | 5,100 | 145.0000 | American | 17/10/2025 | 0.9600 USD |
USD 0.0001 common | PUT | WRITING | 40,000 | 145.0000 | American | 17/10/2025 | 0.9700 USD |
USD 0.0001 common | PUT | WRITING | 4,900 | 145.0000 | American | 17/10/2025 | 0.9800 USD |
(ii) Exercise
Class of relevant security | N/A |
Product description e.g. call option | N/A |
Exercising/ exercised against | N/A |
Number of securities | N/A |
Exercise price per unit | N/A |
(d) Other dealings (including subscribing for new securities)
Class of relevant security | N/A |
Nature of dealing e.g. subscription, conversion | N/A |
Details | N/A |
Price per unit (if applicable) | N/A |
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: | 17 September 2025 |
| Contact name: | Claire Gordon |
| Telephone number: | +44 141 245-8893 |
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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