Shire : Form 8.5 (EPT/RI) - SHIRE PLC

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	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	2,200	174.4000 USD	174.4000 USD
ADR	SALES	2,200	174.4000 USD	174.4000 USD
5p ordinary	PURCHASES	381,611	44.3000 GBP	43.8950 GBP
5p ordinary	SALES	489,161	44.2800 GBP	43.9150 GBP
5p ordinary	SALES	2,321	58.1516 USD	58.1516 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	169	175.5100 USD
ADR	CFD	LONG	25	175.5100 USD
ADR	CFD	SHORT	169	174.4000 USD
5p ordinary	CFD	LONG	1,090	43.9374 GBP
5p ordinary	CFD	LONG	1	43.9487 GBP
5p ordinary	CFD	LONG	1	43.9487 GBP
5p ordinary	CFD	LONG	5,557	43.9824 GBP
5p ordinary	CFD	LONG	19,657	43.9922 GBP
5p ordinary	CFD	LONG	3,799	43.9969 GBP
5p ordinary	CFD	LONG	38	44.0250 GBP
5p ordinary	CFD	LONG	1,690	44.0599 GBP
5p ordinary	CFD	LONG	14,962	44.0650 GBP
5p ordinary	CFD	LONG	5,198	44.0650 GBP
5p ordinary	CFD	LONG	217,324	44.0650 GBP
5p ordinary	CFD	LONG	38	44.0705 GBP
5p ordinary	CFD	LONG	4,567	44.0761 GBP
5p ordinary	CFD	LONG	535	44.0761 GBP
5p ordinary	CFD	LONG	274	44.1325 GBP
5p ordinary	CFD	LONG	1,664	44.1971 GBP
5p ordinary	CFD	LONG	2	44.2000 GBP
5p ordinary	CFD	SHORT	83,124	43.6223 GBP
5p ordinary	CFD	SHORT	1,590	43.9557 GBP
5p ordinary	CFD	SHORT	71	44.0204 GBP
5p ordinary	CFD	SHORT	21,302	44.0501 GBP
5p ordinary	CFD	SHORT	5,828	44.0622 GBP
5p ordinary	CFD	SHORT	1,912	44.0622 GBP
5p ordinary	CFD	SHORT	5,198	44.0650 GBP
5p ordinary	CFD	SHORT	984	44.0650 GBP
5p ordinary	CFD	SHORT	983	44.0650 GBP
5p ordinary	CFD	SHORT	38	44.0709 GBP
5p ordinary	CFD	SHORT	765	44.0980 GBP
5p ordinary	CFD	SHORT	355	44.1226 GBP
5p ordinary	CFD	SHORT	7,430	44.1466 GBP
5p ordinary	CFD	SHORT	187	44.1700 GBP
5p ordinary	CFD	SHORT	1,645	44.2252 GBP
5p ordinary	CFD	SHORT	325	44.2252 GBP
5p ordinary	CFD	SHORT	90	44.0052 GBP

(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
5p ordinary	PUT	PURCHASE	100,000	36.0000	A	18/01/2019	0.3000 GBP
5p ordinary	PUT	SALE	100,000	42.0000	A	18/01/2019	1.8400 GBP

(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:	17 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.