Sophos : JPMorgan Sec.Plc - Form 8.5 (EPT/RI)- Sophos Group plc

RNS Number : 5031E

JPMorgan Securities Plc

28 February 2020

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:	J.P. Morgan Securities Plc
(b) Name of offeror/offeree in relation to	Sophos Group plc
	whose relevant securities this form
	relates:
	Use a separate form for each
	offeror/offeree
(c) Name of the party to the offer with	Lead Financial Advisor
	which exempt principal trader is	and Corporate Broker to
	connected:	Sophos Group plc
(d) Date dealing undertaken:	27 February 2020
(e) In addition to the company in 1(b)	N/A
	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"

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.

1. Purchases and sales

Class of	Purchases/	Total	Highest price	Lowest price
relevant	sales	number of	per unit	per unit
security		securities	paid/received	paid/received
Ordinary	Purchase	32,207	5.7503 GBP	5.7060 GBP
Share	Sale	53,049	5.7500 GBP	5.7157 GBP

1. Cash-settledderivative transactions

Class of	Product	Nature of dealing	Number	Price per
relevant	description	e.g. opening/closing	of	unit
security	e.g. CFD	a long/short	reference
		position,	securities
		increasing/reducing
		a long/short position
Ordinary	Equity	Long	6,685	5.7264 GBP
Share	Swap		2,130	5.7280 GBP
			16,239	5.7285 GBP
			400	5.7289 GBP
			3,429	5.7291 GBP
			548	5.7300 GBP
			3,196	5.7319 GBP
			1,368	5.7413 GBP
			6,462	5.7500 GBP
		Short	1,887	5.7274 GBP
			4,982	5.7300 GBP
			1,988	5.7328 GBP
			1,640	5.7376 GBP
			1,583	5.7395 GBP
			450	5.7424 GBP
			5,741	5.7500 GBP
			1,344	5.7503 GBP

1. Stock-settledderivative transactions (including options)

1. Writing, selling, purchasing or varying

Class of	Product	Writing,	Number	Exercise	Type	Expiry	Option
relevant	description	purchasing,	of	price	e.g.	date	money
security	e.g. call	selling,	securities	per unit	American,		paid/
	option	varying	to which		European		received
		etc.	option		etc.		per unit
			relates
Ordinary
Share

1. Exercise

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Class of	Product	Exercising/	Number of	Exercise
relevant	description	exercised	securities	price per
security	e.g. call	against		unit
	option

1. Other dealings (including subscribing for new securities)

Class of	Nature of dealing	Details	Price per
relevant	e.g. subscription,		unit (if
security	conversion		applicable)

3. OTHER INFORMATION

1. 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

1. 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:

1. the voting rights of any relevant securities under any option; or
2. 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:	28 February 2020
Contact name:	Alwyn Basch
Telephone number:	020 7742 7407

Public disclosures under Rule 8 of the Code must be made to aRegulatory Information Service.

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.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please [e-mail] visit www.rns.com.

END

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