Shire : Form 8.5 (EPT/RI) - Replacement of SHIRE

AMENDMENT Section (2b)

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 Capital Services LLC
(b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree	Shire plc
(c) Name of the party to the offer with which exempt principal trader is connected:	Shire plc
(d) Date dealing undertaken:	16 OCTOBER 2018
(e)Has the EPT previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?	Yes - Takeda Pharmaceutical Company Limited

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
ADR	PURCHASES	2,793	175.7300 USD	174.3300 USD
ADR	SALES	6,672	175.6900 USD	174.2800 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
ADR	CFD	LONG	200	174.5850 USD
ADR	CFD	LONG	2,678	175.0237 USD
ADR	CFD	LONG	5,561	175.1500 USD
ADR	CFD	LONG	1,000	175.1580 USD
ADR	CFD	LONG	1,400	175.3937 USD
ADR	CFD	LONG	140	175.5100 USD
ADR	CFD	LONG	25	175.5100 USD
ADR	CFD	LONG	169	175.5100 USD
ADR	CFD	LONG	727	175.5100 USD
ADR	CFD	LONG	3	175.5100 USD
ADR	CFD	LONG	140	175.5100 USD
ADR	CFD	SHORT	169	174.4000 USD
ADR	CFD	SHORT	10	174.4200 USD
ADR	CFD	SHORT	30	175.0900 USD
ADR	CFD	SHORT	9	175.0900 USD
ADR	CFD	SHORT	11	175.1000 USD
ADR	CFD	SHORT	1,099	175.1833 USD
ADR	CFD	SHORT	1,360	175.3983 USD
ADR	CFD	SHORT	1,300	175.4176 USD
5p ordinary	CFD	LONG	1,478	43.9487 GBP
5p ordinary	CFD	LONG	521	44.0586 GBP
5p ordinary	CFD	LONG	91	44.0669 GBP
5p ordinary	CFD	LONG	5,267	44.0890 GBP
5p ordinary	CFD	SHORT	6,929	43.9557 GBP
5p ordinary	CFD	SHORT	5,842	43.9557 GBP
5p ordinary	CFD	SHORT	29,049	43.9557 GBP
5p ordinary	CFD	SHORT	1,927	43.9557 GBP
5p ordinary	CFD	SHORT	1,724	43.9557 GBP
5p ordinary	CFD	SHORT	6,992	43.9557 GBP
5p ordinary	CFD	SHORT	7,695	43.9557 GBP
5p ordinary	CFD	SHORT	864	43.9557 GBP
5p ordinary	CFD	SHORT	3,010	43.9557 GBP
5p ordinary	CFD	SHORT	6,645	43.9557 GBP
5p ordinary	CFD	SHORT	1,564	43.9557 GBP
5p ordinary	CFD	SHORT	1,589	43.9557 GBP
5p ordinary	CFD	SHORT	12,167	43.9557 GBP
5p ordinary	CFD	SHORT	1,390	43.9557 GBP
5p ordinary	CFD	SHORT	11,023	43.9557 GBP
5p ordinary	CFD	SHORT	1,346	44.0550 GBP
5p ordinary	CFD	SHORT	6,265	44.0650 GBP
5p ordinary	CFD	SHORT	128	44.0658 GBP
5p ordinary	CFD	SHORT	3,759	44.1226 GBP
5p ordinary	CFD	LONG	1,635	58.1516 USD
5p ordinary	CFD	LONG	686	58.1544 USD

(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	Typee.g. American, European etc.	Expiry date	Option money paid/ received per unit
N/A	N/A	N/A	N/A	N/A	N/A	N/A	N/A

(ii) Exercise

Class of relevant security	Product descriptione.g. call option	Number of securities	Exercise price per unit
N/A	N/A	N/A	N/A

(d) Other dealings (including subscribing for new securities)

Class of relevant security	Nature of dealinge.g. subscription, conversion	Details	Price per unit (if applicable)
N/A	N/A	N/A	N/A

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(b), copy table 2(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

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: 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:	18 OCTOBER 2018
Contact name:	Craig Horsley
Telephone number:	[phone]

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 [e-mail]. The Panel's Market Surveillance Unit is available for consultation in relation to the Code's dealing disclosure requirements on [phone].

The Code can be viewed on the Panel's website atwww.thetakeoverpanel.org.uk.