Form 8.3 - Horizon Therapeutics plc

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Form 8.3 - Horizon Therapeutics plc

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February 1, 2023, 10:30 a.m.·11 min read

LONDON, February 01, 2023--(BUSINESS WIRE)--

Ap19

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)	Millennium International Management LP
Company dealt in	Horizon Therapeutics plc
Class of relevant security to which the dealings being disclosed relate (Note 2)	IE00BQPVQZ61
Date of dealing	31^st January 2023

2. INTERESTS AND SHORT POSITIONS

a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)

	Long		Short
	Number	(%)	Number	(%)
(1) Relevant securities	4,508,173 (1.971%)		43,323 (0.019%)
(2) Derivatives (other than options)			621 (0.000%)
(3) Options and agreements to purchase/sell	75,000 (0.033%)		151,700 (0.066%)
Total	4,583,173 (2.003%)		195,644 (0.086%)

b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)

Ap20

1. DEALINGS (Note 4)

a) Purchases and sales

Purchase/sale	Number of relevant securities	Price per unit (Note 5)
Purchase	46	109.80
Purchase	13	110.44
Purchase	1,345	109.79
Purchase	9	109.75
Purchase	13	109.86
Purchase	11	110.20
Sale	2	110.20
Purchase	586	110.19
Purchase	10	110.05
Purchase	201	110.11
Purchase	959	109.74
Purchase	143	110.00
Purchase	8,923	110.02
Purchase	10	109.94
Purchase	300	109.93
Purchase	734	109.97
Purchase	156	110.03
Purchase	410	109.89
Purchase	1,107	110.14
Purchase	400	109.90
Purchase	109	109.81
Purchase	6,299	109.76
Purchase	3,944	109.72
Purchase	278	109.71
Purchase	100	109.99
Purchase	267	109.98
Purchase	757	109.92
Purchase	814	109.77
Purchase	1,953	109.78
Purchase	3	109.67
Purchase	844	109.63
Purchase	19	109.64
Purchase	1,590	109.73
Purchase	31	109.96
Purchase	6	109.61
Purchase	100	110.50
Purchase	487	110.48
Purchase	42	110.49
Purchase	1	109.56
Purchase	3	109.66
Purchase	54	110.10
Purchase	486	109.69
Purchase	270	110.46
Purchase	163	110.40
Purchase	1,660	109.13
Purchase	1	109.49
Purchase	2	109.80
Purchase	86	110.23
Purchase	89	110.25
Purchase	2	110.20
Purchase	133	110.19
Purchase	81	110.21
Purchase	87	110.37
Purchase	86	110.29
Purchase	57	109.74
Sale	34	110.07
Purchase	45	109.93
Purchase	1	109.97
Purchase	87	110.13
Purchase	160	110.15
Sale	20	110.14
Purchase	49	109.95
Sale	73	109.81
Purchase	44	109.68
Sale	1,759	109.72
Purchase	1	109.71
Purchase	668	109.70
Purchase	45	109.85
Purchase	1	109.63
Purchase	87	109.57
Purchase	300	110.28
Purchase	2	109.61
Purchase	40	110.51
Purchase	218	110.50
Purchase	129	110.26
Purchase	2,490	109.69
Purchase	1	110.58
Sale	44	109.68
Purchase	45	109.72
Sale	1	110.58
Purchase	100	109.80
Sale	3,102	109.80
Purchase	200	109.84
Sale	120	109.84
Purchase	423	110.44
Purchase	386	109.79
Sale	2,418	109.79
Sale	50	109.45
Purchase	1,300	110.01
Sale	6,953	110.01
Sale	1,599	109.75
Sale	1,116	109.53
Purchase	3,974	108.71
Sale	5,314	109.86
Purchase	719	110.23
Sale	5,734	110.23
Purchase	265	110.47
Sale	230	110.12
Purchase	1,103	110.25
Sale	1,225	110.25
Purchase	2,059	110.20
Sale	901	110.20
Sale	800	110.39
Purchase	190	110.06
Sale	8,493	110.06
Purchase	69	110.19
Sale	600	110.19
Purchase	60	109.87
Sale	5,953	109.87
Purchase	3,316	110.05
Sale	3,871	110.05
Purchase	30	110.04
Sale	2,612	110.04
Purchase	156	110.11
Purchase	652	110.21
Sale	800	110.21
Purchase	810	109.91
Sale	2,952	109.91
Purchase	2,300	108.91
Sale	1,519	108.74
Purchase	246	110.24
Purchase	1,225	110.17
Sale	1,000	110.33
Purchase	900	110.34
Sale	500	110.34
Purchase	105	110.27
Purchase	1,447	110.18
Sale	2,798	110.18
Purchase	624	110.22
Sale	641	110.22
Sale	2,205	109.74
Purchase	10	110.32
Sale	192	110.32
Purchase	426	110.07
Sale	200	110.07
Purchase	742	110.00
Sale	7,601	110.00
Purchase	10	110.02
Sale	3,546	110.02
Sale	82	110.16
Purchase	1,558	109.94
Sale	1,135	109.94
Purchase	433	109.93
Sale	930	109.93
Purchase	1,105	109.97
Sale	1,192	109.97
Purchase	6,528	110.13
Sale	3,806	110.13
Sale	854	110.08
Purchase	2,471	110.15
Sale	2,583	110.15
Purchase	3,600	110.03
Sale	1,734	110.03
Sale	495	109.89
Purchase	11	110.14
Sale	4,968	110.14
Purchase	433	109.95
Sale	926	109.95
Purchase	189	109.90
Sale	1,567	109.90
Purchase	240	110.09
Sale	587	110.09
Purchase	311	109.81
Sale	4,575	109.81
Sale	11,856	109.76
Purchase	1,412	109.68
Sale	652	109.68
Purchase	1,093	109.72
Sale	666	109.72
Purchase	300	109.71
Sale	3,181	109.71
Purchase	13,945	109.70
Sale	752	109.70
Purchase	401	109.99
Sale	338	109.99
Purchase	105	109.98
Sale	645	109.98
Purchase	951	109.92
Sale	1,539	109.92
Purchase	100	109.85
Sale	2,213	109.85
Purchase	334	109.88
Sale	2,222	109.88
Purchase	101	109.82
Sale	1,400	109.82
Sale	846	109.77
Sale	1,646	109.78
Sale	250	109.65
Purchase	601	109.59
Sale	620	109.59
Purchase	1,002	109.62
Sale	100	109.62
Purchase	927	109.67
Sale	539	109.67
Sale	10,100	109.63
Purchase	1	109.60
Sale	2,247	109.60
Purchase	766	109.64
Sale	1,700	109.64
Purchase	853	109.73
Sale	1,578	109.73
Sale	310	109.57
Purchase	105	109.83
Sale	300	109.83
Purchase	3,032	110.28
Sale	10,600	110.28
Purchase	1,720	110.43
Sale	950	109.96
Purchase	918	109.61
Sale	202	109.61
Purchase	700	110.50
Purchase	545	110.48
Purchase	300	110.49
Purchase	920	109.52
Sale	410	109.52
Sale	100	109.54
Sale	1,308	109.58
Sale	50	109.47
Sale	700	109.56
Sale	1,000	110.30
Purchase	1,640	108.88
Purchase	600	110.26
Sale	400	110.26
Purchase	3,534	108.90
Purchase	1,092	109.20
Purchase	1,737	108.77
Sale	210	109.66
Sale	1,200	110.31
Purchase	100	108.61
Sale	50	108.61
Purchase	14,224	110.10
Sale	10,258	110.10
Purchase	4,500	109.55
Sale	100	109.55
Purchase	4,890	109.50
Sale	1,074	109.50
Sale	200	109.51
Sale	16,600	109.43
Purchase	905	110.52
Sale	905	110.52
Purchase	6,896	109.69
Sale	3,360	109.69
Sale	200	108.34
Purchase	2,259	108.75
Sale	3,865	108.65
Sale	500	108.42
Purchase	263	108.85
Purchase	696	108.89
Purchase	800	109.08
Sale	100	108.29
Sale	321	108.39
Purchase	1,293	110.46
Purchase	203	110.40
Purchase	400	108.57
Purchase	100	108.83
Purchase	5,913	108.64
Sale	4,629	108.64
Purchase	176	108.82
Purchase	3,600	108.73
Purchase	3,935	108.67
Sale	300	108.49
Purchase	700	109.14
Purchase	568	109.38
Purchase	2,900	108.58
Purchase	101	110.45
Sale	300	108.50
Purchase	6,250	108.62
Sale	737	108.62
Purchase	2,091	108.84
Purchase	3,658	109.07
Sale	2,600	109.42
Purchase	100	108.86
Purchase	500	108.60
Sale	299	108.68
Sale	1,381	108.72
Sale	1,531	108.43
Sale	77	108.51
Sale	1,756	108.22
Sale	306	108.25
Sale	100	108.07
Sale	791	109.87
Purchase	127	109.89
Sale	8,873	109.89
Purchase	9,606	109.64

b) 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 (USD)

(Note 5)

c) Options transactions in respect of existing relevant securities

i) 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

(USD)

Type, e.g. American, European etc.

Expiry date

Option money paid/received per unit (Note 5)

Put option

Selling

133,900

110.00

American

2/17/2023

Put Option

Purchasing

80.00

American

1/17/2025

ii) Exercising

Product name,

e.g. call option

Number of securities

Exercise price per unit (Note 5)

d) Other dealings (including transactions in respect of new securities) (Note 4)

Nature of transaction

(Note 8)

Details

Price per unit

(if applicable) (Note 5)

Ap21

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.

None.

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

Date of disclosure	1^st February 2023
Contact name	Roisin Nagle
Telephone number	+44 203 192 8746
If a connected EFM, name of offeree/offeror with which connected
If a connected EFM, state nature of connection (Note 10)

Ap32

SUPPLEMENTAL FORM 8

IRISH TAKEOVER PANEL

DISCLOSURE UNDER RULE 8.1, RULE 8.3, RULE 38.5(b) AND

RULE 38.6 OF THE IRISH TAKEOVER PANEL ACT, 1997,

TAKEOVER RULES, 2022

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING

OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL AND

RIGHTS TO SUBSCRIBE FOR NEW SECURITIES

1. KEY INFORMATION

Full name of person making disclosure:	Millennium International Management LP
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:	Horizon Therapeutics plc

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
IE00BQPVQZ61	Call Option	Written	29,000	110.00	American	2/17/2023
IE00BQPVQZ61	Call Option	Purchased	29,100	100.00	American	2/17/2023
IE00BQPVQZ61	Put Option	Purchased	1,500	90.00	American	5/19/2023
IE00BQPVQZ61	Call Option	Purchased	3,000	110.00	American	5/19/2023
IE00BQPVQZ61	Call Option	Written	3,000	115.00	American	5/19/2023
IE00BQPVQZ61	Call Option	Purchased	42,500	120.00	American	5/19/2023
IE00BQPVQZ61	Call Option	Purchased	400	115.00	American	3/17/2023
IE00BQPVQZ61	Put Option	Purchased	400	115.00	American	3/17/2023
IE00BQPVQZ61	Put Option	Purchased	3,500	110.00	American	5/19/2023
IE00BQPVQZ61	Put Option	Purchased	62,400	110.00	American	2/17/2023
IE00BQPVQZ61	Put Option	Purchased	4,100	80.00	American	5/19/2023
IE00BQPVQZ61	Put Option	Purchased	3,500	110.00	American	3/17/2023
IE00BQPVQZ61	Put Option	Purchased	3,100	85.00	American	2/17/2023
IE00BQPVQZ61	Put Option	Purchased	2,500	90.00	American	2/17/2023
IE00BQPVQZ61	Put Option	Purchased	100	95.00	American	2/17/2023
IE00BQPVQZ61	Put Option	Purchased	23,800	100.00	American	2/17/2023
IE00BQPVQZ61	Put Option	Purchased	14,500	105.00	American	2/17/2023
IE00BQPVQZ61	Put Option	Purchased	300	80.00	American	1/17/2025

3. AGREEMENTS TO PURCHASE OR SELL

Full details should be given so that the nature of the interest or position can be fully understood:

Ap33

4. RIGHTS TO SUBSCRIBE FOR NEW SECURITIES (INCLUDING DIRECTORS’ AND OTHER EMPLOYEE OPTIONS)

Class of relevant security in relation to which subscription right exists:
Details, including nature of the rights concerned and relevant percentages:

It is not necessary to provide details on a Supplemental Form with regard to cash-settled derivatives.

The currency of all prices and other monetary amounts should be stated.

For full details of disclosure requirements, see Rule 8 of the Rules. If in doubt, consult the Panel.

References in these notes to "the Rules" are to the Irish Takeover Panel Act, 1997, Takeover Rules, 2022.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230201005719/en/

Contacts

Millennium Partners, L.P.

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Class of relevant security:

Number

Number

(1) Relevant securities

(2) Derivatives (other than options)

(3) Options and agreements to purchase/sell