FORM 8.3
|
PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE
BY
|
A
PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1%
OR
|
MORE
|
Rule 8.3 of the Takeover Code
(the "Code")
|
1.
|
KEY
INFORMATION
|
(a)
|
Full name of discloser:
|
|
Barclays PLC.
|
(b)
|
Owner or controller of interest and short
|
|
|
positions disclosed, if different from 1(a):
|
(c)
|
Name of offeror/offeree in relation to whose
|
INTERNATIONAL PAPER COMPANY
|
|
relevant securities this form relates:
|
(d)
|
If
an exempt fund manager connected with an
|
|
|
offeror/offeree, state this and specify identity
of
|
|
offeror/offeree:
|
(e)
|
Date position held/dealing undertaken:
|
30
Jan 2025
|
(f)
|
In
addition to the company in 1(c) above, is the discloser
making
|
YES:
|
|
|
|
disclosures in respect of any other party to the
offer?
|
DS
SMITH PLC
|
|
2.
|
POSITIONS OF THE PERSON MAKING THE DISCLOSURE
|
(a)
|
Interests and short positions in the relevant securities of
the offeror or offeree
|
|
|
to
which the disclosure relates following the dealing(if
any)
|
|
Class of relevant security:
|
common stock
|
|
Interests
|
Short
Positions
|
|
Number
|
(%)
|
Number
|
(%)
|
(1)
|
Relevant securities owned
|
|
|
|
|
|
and/or controlled:
|
|
|
890,358
|
0.26%
|
641,264
|
0.18%
|
(2)
|
Cash-settled derivatives:
|
|
|
|
|
|
and/or controlled:
|
|
|
530,718
|
0.15%
|
38,610
|
0.01%
|
(3)
|
Stock-settled derivatives (including
options)
|
|
|
|
|
|
and
agreements to purchase/sell:
|
|
|
60,100
|
0.02%
|
0
|
0.00%
|
|
|
|
|
|
|
|
|
|
TOTAL:
|
|
|
1,481,176
|
0.43%
|
679,874
|
0.20%
|
(b)
|
Rights to subscribe for new securities (including directors
and other executive
|
|
|
options)
|
|
|
|
|
|
|
Class of relevant security in relation to
|
|
|
|
|
which subscription right exists
|
|
|
|
|
Details, including nature of the rights
|
|
|
|
|
concerned and relevant percentages:
|
|
|
|
|
3.
|
DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL
TRADER
|
(a)
|
Purchases and sales
|
|
|
|
|
|
Class of
relevant
|
Purchase/sale
|
Number of
|
Price per
unit
|
security
|
|
securities
|
|
common
stock
|
Purchase
|
994,680
|
56.6496 USD
|
common
stock
|
Purchase
|
499,118
|
56.9339 USD
|
common
stock
|
Purchase
|
231,617
|
56.3945 USD
|
common
stock
|
Purchase
|
135,968
|
56.7646 USD
|
common
stock
|
Purchase
|
97,660
|
56.0775 USD
|
common
stock
|
Purchase
|
58,480
|
56.5955 USD
|
common
stock
|
Purchase
|
42,329
|
56.7450 USD
|
common
stock
|
Purchase
|
41,813
|
57.0500 USD
|
common
stock
|
Purchase
|
38,444
|
55.3167 USD
|
common
stock
|
Purchase
|
24,225
|
56.6381 USD
|
common
stock
|
Purchase
|
20,830
|
55.4426 USD
|
common
stock
|
Purchase
|
16,357
|
56.4736 USD
|
common
stock
|
Purchase
|
15,000
|
56.8677 USD
|
common
stock
|
Purchase
|
14,933
|
55.1696 USD
|
common
stock
|
Purchase
|
13,939
|
56.3683 USD
|
common
stock
|
Purchase
|
13,351
|
57.0333 USD
|
common
stock
|
Purchase
|
11,170
|
56.4903 USD
|
common
stock
|
Purchase
|
10,425
|
57.2123 USD
|
common
stock
|
Purchase
|
10,395
|
56.5499 USD
|
common
stock
|
Purchase
|
6,727
|
55.1929 USD
|
common
stock
|
Purchase
|
5,472
|
56.1182 USD
|
common
stock
|
Purchase
|
4,447
|
56.6941 USD
|
common
stock
|
Purchase
|
4,397
|
56.5501 USD
|
common
stock
|
Purchase
|
3,739
|
57.2355 USD
|
common
stock
|
Purchase
|
2,972
|
56.2402 USD
|
common
stock
|
Purchase
|
2,787
|
56.6382 USD
|
common
stock
|
Purchase
|
2,756
|
56.0528 USD
|
common
stock
|
Purchase
|
2,576
|
56.8967 USD
|
common
stock
|
Purchase
|
2,523
|
56.8884 USD
|
common
stock
|
Purchase
|
2,093
|
56.0904 USD
|
common
stock
|
Purchase
|
2,000
|
57.2000 USD
|
common
stock
|
Purchase
|
1,835
|
56.5796 USD
|
common
stock
|
Purchase
|
1,596
|
56.8827 USD
|
common
stock
|
Purchase
|
1,561
|
55.9847 USD
|
common
stock
|
Purchase
|
1,403
|
55.3613 USD
|
common
stock
|
Purchase
|
1,400
|
56.5107 USD
|
common
stock
|
Purchase
|
1,227
|
57.2009 USD
|
common
stock
|
Purchase
|
1,077
|
55.7274 USD
|
common
stock
|
Purchase
|
1,048
|
56.9302 USD
|
common
stock
|
Purchase
|
936
|
56.6978 USD
|
common
stock
|
Purchase
|
900
|
54.9294 USD
|
common
stock
|
Purchase
|
790
|
55.0363 USD
|
common
stock
|
Purchase
|
776
|
56.6870 USD
|
common
stock
|
Purchase
|
700
|
56.3514 USD
|
common
stock
|
Purchase
|
601
|
55.0216 USD
|
common
stock
|
Purchase
|
515
|
56.1957 USD
|
common
stock
|
Purchase
|
458
|
55.5597 EUR
|
common
stock
|
Purchase
|
434
|
55.1772 USD
|
common
stock
|
Purchase
|
426
|
55.5912 USD
|
common
stock
|
Purchase
|
301
|
55.0300 USD
|
common
stock
|
Purchase
|
281
|
55.8061 USD
|
common
stock
|
Purchase
|
270
|
55.8550 USD
|
common
stock
|
Purchase
|
242
|
55.5549 USD
|
common
stock
|
Purchase
|
200
|
56.4750 USD
|
common
stock
|
Purchase
|
200
|
56.2600 USD
|
common
stock
|
Purchase
|
147
|
55.1863 USD
|
common
stock
|
Purchase
|
124
|
55.2912 USD
|
common
stock
|
Purchase
|
102
|
57.0626 USD
|
common
stock
|
Purchase
|
100
|
56.9700 USD
|
common
stock
|
Purchase
|
100
|
54.9850 USD
|
common
stock
|
Purchase
|
100
|
56.1700 USD
|
common
stock
|
Purchase
|
88
|
56.9500 USD
|
common
stock
|
Sale
|
1,327,854
|
56.5529 USD
|
common
stock
|
Sale
|
177,269
|
56.9166 USD
|
common
stock
|
Sale
|
134,233
|
56.9218 USD
|
common
stock
|
Sale
|
88,014
|
57.0500 USD
|
common
stock
|
Sale
|
85,853
|
56.5641 USD
|
common
stock
|
Sale
|
79,063
|
56.9728 USD
|
common
stock
|
Sale
|
70,544
|
55.8415 USD
|
common
stock
|
Sale
|
36,580
|
56.9046 USD
|
common
stock
|
Sale
|
34,734
|
56.9794 USD
|
common
stock
|
Sale
|
32,039
|
56.9265 USD
|
common
stock
|
Sale
|
24,641
|
56.7471 USD
|
common
stock
|
Sale
|
20,830
|
55.4426 USD
|
common
stock
|
Sale
|
20,064
|
56.4955 USD
|
common
stock
|
Sale
|
18,444
|
57.0521 USD
|
common
stock
|
Sale
|
16,444
|
56.7039 USD
|
common
stock
|
Sale
|
11,527
|
56.7556 USD
|
common
stock
|
Sale
|
9,594
|
56.4096 USD
|
common
stock
|
Sale
|
8,203
|
56.7980 USD
|
common
stock
|
Sale
|
7,282
|
56.9163 USD
|
common
stock
|
Sale
|
5,342
|
56.0133 USD
|
common
stock
|
Sale
|
5,253
|
56.9694 USD
|
common
stock
|
Sale
|
5,006
|
56.8741 USD
|
common
stock
|
Sale
|
3,861
|
56.8714 USD
|
common
stock
|
Sale
|
3,803
|
56.8863 USD
|
common
stock
|
Sale
|
3,405
|
55.6123 USD
|
common
stock
|
Sale
|
3,400
|
56.8166 USD
|
common
stock
|
Sale
|
3,323
|
57.2622 USD
|
common
stock
|
Sale
|
3,288
|
56.9204 USD
|
common
stock
|
Sale
|
2,401
|
56.8479 USD
|
common
stock
|
Sale
|
2,386
|
56.6891 USD
|
common
stock
|
Sale
|
2,376
|
56.8593 USD
|
common
stock
|
Sale
|
1,911
|
56.8702 USD
|
common
stock
|
Sale
|
1,871
|
56.4784 USD
|
common
stock
|
Sale
|
1,746
|
56.8096 USD
|
common
stock
|
Sale
|
1,576
|
56.9817 USD
|
common
stock
|
Sale
|
1,553
|
56.8828 USD
|
common
stock
|
Sale
|
1,227
|
57.2009 USD
|
common
stock
|
Sale
|
1,200
|
56.8897 USD
|
common
stock
|
Sale
|
1,153
|
56.8631 USD
|
common
stock
|
Sale
|
1,127
|
57.3100 USD
|
common
stock
|
Sale
|
936
|
56.6978 USD
|
common
stock
|
Sale
|
920
|
57.1735 USD
|
common
stock
|
Sale
|
896
|
56.8159 USD
|
common
stock
|
Sale
|
890
|
56.7391 USD
|
common
stock
|
Sale
|
875
|
57.1311 USD
|
common
stock
|
Sale
|
776
|
56.6870 USD
|
common
stock
|
Sale
|
755
|
57.2627 USD
|
common
stock
|
Sale
|
700
|
56.4942 USD
|
common
stock
|
Sale
|
700
|
56.9828 USD
|
common
stock
|
Sale
|
686
|
56.9617 USD
|
common
stock
|
Sale
|
528
|
56.5300 USD
|
common
stock
|
Sale
|
458
|
55.5597 EUR
|
common
stock
|
Sale
|
416
|
57.0215 USD
|
common
stock
|
Sale
|
400
|
55.7875 USD
|
common
stock
|
Sale
|
382
|
56.8830 USD
|
common
stock
|
Sale
|
309
|
56.6608 USD
|
common
stock
|
Sale
|
300
|
56.9433 USD
|
common
stock
|
Sale
|
252
|
56.5001 USD
|
common
stock
|
Sale
|
221
|
57.0100 USD
|
common
stock
|
Sale
|
206
|
56.9999 USD
|
common
stock
|
Sale
|
200
|
56.9714 USD
|
common
stock
|
Sale
|
200
|
57.3400 USD
|
common
stock
|
Sale
|
166
|
56.9546 USD
|
common
stock
|
Sale
|
100
|
56.8600 USD
|
common
stock
|
Sale
|
100
|
57.6800 USD
|
common
stock
|
Sale
|
100
|
57.5800 USD
|
common
stock
|
Sale
|
100
|
57.1250 USD
|
common
stock
|
Sale
|
100
|
56.7200 USD
|
common
stock
|
Sale
|
100
|
57.3600 USD
|
common
stock
|
Sale
|
45
|
56.9320 USD
|
common
stock
|
Sale
|
36
|
56.9425 USD
|
common
stock
|
Sale
|
9
|
57.0800 USD
|
common
stock
|
Sale
|
7
|
55.3600 USD
|
|
|
|
|
|
|
|
|
(b)
|
Cash-settled derivative transactions
|
|
Class of
|
Product
|
Nature of
dealing
|
Number of
|
Price per
|
relevant
|
description
|
|
reference
|
unit
|
security
|
|
|
securities
|
|
common
stock
|
SWAP
|
Opening
Short
|
18,300
|
55.2235 USD
|
common
stock
|
SWAP
|
Increasing Long
|
3,320
|
57.2611 USD
|
common
stock
|
SWAP
|
Decreasing Long
|
106
|
56.5967 USD
|
|
|
|
|
|
|
|
|
(c)
|
Stock-settled derivative transactions (including
options)
|
|
(i)
|
Writing, selling, purchasing or varying
|
|
Class
|
Product
|
Writing,
|
Number
|
Exercise
|
Type
|
Expiry
|
Option
|
of
|
description
|
purchasing,
|
of
|
price
|
|
date
|
money
|
relevant
|
|
selling,
|
securities
|
per unit
|
|
|
paid/
|
security
|
|
varying etc
|
to which
|
|
|
|
received
|
|
|
|
option
|
|
|
|
per unit
|
|
|
|
relates
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
Exercising
|
|
|
|
|
|
|
Class of
relevant
|
Product
description
|
Exercising/ exercised
against
|
Number of
|
Exercise price
per
|
security
|
|
|
securities
|
unit
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(d)
|
Other dealings (including subscribing for new
securities)
|
|
Class of
relevant
|
Nature of
Dealings
|
Details
|
Price per unit
(if
|
security
|
|
|
applicable)
|
|
|
|
|
4.
|
OTHER
INFORMATION
|
(a)
|
Indemnity and other dealings 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:
|
|
|
|
NONE
|
(b)
|
Agreements, arrangements or understandings relating to options
or derivatives
|
|
Details of any agreement, arrangement or understanding, formal
or informal, between
|
|
|
the
person 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 of future acquisition or disposal of
any relevant securities to which
|
|
|
any
derivative is referenced:
|
|
|
|
|
|
|
NONE
|
(c)
|
Attachments
|
|
|
|
|
|
|
Is
a Supplemental Form 8 (Open Positions) attached?
|
YES
|
Date of disclosure:
|
31 Jan 2025
|
Contact name:
|
Large Holdings Regulatory
Operations
|
Telephone number:
|
020 3134
7213
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DETAILS OF OPEN OPTION AND
DERIVATIVE POSITIONS, AGREEMENTS TO
|
PURCHASE OR SELL
ETC.
|
Note 5(i) on Rule 8 of the
Takeover Code (the "Code")
|
1.
|
KEY
INFORMATION
|
Identity of the person whose
positions/dealings
|
Barclays PLC.
|
are
being disclosed:
|
Name of offeror/offeree in relation to whose
|
INTERNATIONAL PAPER COMPANY
|
relevant securities this from relates:
|
|
|
|
|
|
|
|
|
2.
|
OPTIONS AND DERIVATIVES
|
Class of relevant
security
|
Product
description
|
Writing, purchasing, selling,
varying etc
|
Number of securities to which
option relates
|
Exercise price per
unit
|
Type
|
Expiry date
|
common
stock
|
Call
Options
|
Purchased
|
29,100
|
60.0000
|
American
|
31 Jan
2025
|
common
stock
|
Call
Options
|
Purchased
|
31,000
|
63.0000
|
American
|
31 Jan
2025
|
|
|
|
|
|
|
|
|
3.
|
AGREEMENTS TO PURCHASE OR SELL ETC.
|
Full details should be given so that the nature of the
interest or position can be fully understood:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|