Redx Pharma plc Form 8 (OPD) - Jounce Therapeutics, Inc (4654S)
March 09 2023 - 6:22AM
UK Regulatory
TIDMREDX TIDMTTM
RNS Number : 4654S
Redx Pharma plc
09 March 2023
FORM 8 (OPD)
PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER
Rules 8.1 and 8.2 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Full name of discloser: Redx Pharma plc
(b) Owner or controller of interests and short positions disclosed, if N/A
different from 1(a):
The naming of nominee or vehicle companies is insufficient. For a trust, the
trustee(s),
settlor and beneficiaries must be named.
------------------------------------
(c) Name of offeror/offeree in relation to whose relevant securities this form Jounce Therapeutics, Inc ("Jounce")
relates:
Use a separate form for each offeror/offeree
------------------------------------
(d) Is the discloser the offeror or the offeree? Offeree
------------------------------------
(e) Date position held: 9 March 2023
The latest practicable date prior to the disclosure
------------------------------------
(f) In addition to the company in 1(c) above, is the discloser making Yes - Redx Pharma plc
disclosures in respect
of any other party to the offer?
If it is a cash offer or possible cash offer, state "N/A"
------------------------------------
2. POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
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.
(a) Interests and short positions in the relevant securities of
the offeror or offeree to which the disclosure relates
Class of relevant security: Jounce common shares of $0.001 par value per share (" Shares ")
Interests Short positions
------------------------------------ --------------------------------
Number % Number %
--------------------------- ------- ------------------------ ------
(1) Relevant securities owned and/or
controlled: 0 - 0 -
--------------------------- ------- ------------------------ ------
(2) Cash-settled derivatives: 0 - 0 -
--------------------------- ------- ------------------------ ------
(3) Stock-settled derivatives (including
options) and agreements to purchase/sell: 0 - 0 -
--------------------------- ------- ------------------------ ------
TOTAL: 0 - 0 -
--------------------------- ------- ------------------------ ------
All interests and all short positions should be disclosed.
Details of any open stock-settled derivative positions
(including traded options), or agreements to purchase or sell
relevant securities, should be given on a Supplemental Form 8 (Open
Positions).
Details of any securities borrowing and lending positions or
financial collateral arrangements should be disclosed on a
Supplemental Form 8 (SBL).
(b) Rights to subscribe for new securities
Class of relevant security in relation to which subscription right exists: N/A
Details, including nature of the rights concerned and relevant percentages: N/A
----
3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE
Details of any interests, short positions and rights to subscribe (including directors' and
other employee options) of any person acting in concert with the party to the offer making
the disclosure:
Registered holder Class Number of Shares Percentage
shareholding
(%)
Jounce
common
shares
Sidley Austin Master of $0.001
Pension Trust (" SAMP par value
Trust ") per share 2,968 0.00569234%
------------ ----------------- --------------
Jounce
common
shares
SA Investment Partnership of $0.001
IV LLC (" SAIP IV par value
") per share 1,978 0.00379361%
------------ ----------------- --------------
The SAMP Trust is a benefit plan trust that holds certain assets of Sidley Austin LLP's U.S.-based
retirement plans. SAIP IV is an employees' securities company whose members are current or
former partners or senior staff members of Sidley Austin LLP (or trusts formed by such persons).
Sidley Austin LLP is acting as legal adviser to RedCo II Master Fund, L.P. and RM Special
Holdings 3, LLC.
Details of any open stock-settled derivative positions
(including traded options), or agreements to purchase or sell
relevant securities, should be given on a Supplemental Form 8 (Open
Positions).
Details of any securities borrowing and lending positions or
financial collateral arrangements should be disclosed on a
Supplemental Form 8 (SBL).
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 party to the offer making the disclosure or any person acting
in concert with it:
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 party
to the offer making the disclosure, or any person acting in concert with it, 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
Are any Supplemental Forms attached?
Supplemental Form 8 (Open Positions) No
Supplemental Form 8 (SBL) No
---
Date of disclosure: 9 March 2023
Contact name: Claire Solk, Group Company Secretary
-------------------------------------
Telephone number: +44(0)1625 469900
-------------------------------------
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 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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