Form 8.3 - International Paper Company

Business Wire

2024-12-09

LONDON, December 09, 2024--(BUSINESS WIRE)--

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:	Balyasny Asset Management LP
(b) Owner or controller of interests and short positions disclosed, if different from 1(a): The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.
(c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree	International Paper Company
(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: For an opening position disclosure, state the latest practicable date prior to the disclosure	06/12/2024
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer? If it is a cash offer or possible cash offer, state "N/A"	YES: DS Smith plc

2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

(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 ISIN: US4601461035
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	2,858,037	0.82	1,471,389	0.42
(2) Cash-settled derivatives:
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:			230,100	0.06
TOTAL:	2,858,037	0.82	1,701,489	0.48

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

(b) 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:

3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(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	Purchase/sale	Number of securities	Price per unit
$ Common Stock	Sale	1,254	USD 56.36
$ Common Stock	Sale	1,166	USD 56.37
$ Common Stock	Purchase	875	USD 56.38
$ Common Stock	Sale	864	USD 56.38
$ Common Stock	Sale	100	USD 56.38
$ Common Stock	Sale	1,237	USD 56.38
$ Common Stock	Sale	537	USD 56.38
$ Common Stock	Sale	800	USD 56.38
$ Common Stock	Sale	2,447	USD 56.38
$ Common Stock	Sale	9	USD 56.43
$ Common Stock	Sale	1,460	USD 56.43
$ Common Stock	Sale	2,377	USD 56.43
$ Common Stock	Sale	1,272	USD 56.43
$ Common Stock	Sale	600	USD 56.44
$ Common Stock	Sale	1,500	USD 56.44
$ Common Stock	Sale	1,159	USD 56.45
$ Common Stock	Sale	1,320	USD 56.46
$ Common Stock	Purchase	200	USD 56.47
$ Common Stock	Sale	2,918	USD 56.47
$ Common Stock	Purchase	15,000	USD 56.48
$ Common Stock	Sale	1,604	USD 56.48
$ Common Stock	Sale	1,000	USD 56.49
$ Common Stock	Sale	1,835	USD 56.49
$ Common Stock	Sale	1,591	USD 56.49
$ Common Stock	Sale	599	USD 56.49
$ Common Stock	Sale	400	USD 56.50
$ Common Stock	Purchase	15,707	USD 56.51
$ Common Stock	Sale	238	USD 56.51
$ Common Stock	Sale	1,539	USD 56.51
$ Common Stock	Sale	796	USD 56.51
$ Common Stock	Sale	1,849	USD 56.51
$ Common Stock	Purchase	793	USD 56.52
$ Common Stock	Sale	212	USD 56.52
$ Common Stock	Sale	452	USD 56.52
$ Common Stock	Purchase	37	USD 56.53
$ Common Stock	Sale	700	USD 56.53
$ Common Stock	Sale	16,964	USD 56.53
$ Common Stock	Purchase	84	USD 56.54
$ Common Stock	Purchase	145	USD 56.54
$ Common Stock	Purchase	43	USD 56.54
$ Common Stock	Purchase	1,664	USD 56.54
$ Common Stock	Sale	461	USD 56.54
$ Common Stock	Sale	1,750	USD 56.54
$ Common Stock	Sale	661	USD 56.54
$ Common Stock	Sale	400	USD 56.54
$ Common Stock	Sale	2,445	USD 56.54
$ Common Stock	Purchase	291	USD 56.55
$ Common Stock	Purchase	20	USD 56.55
$ Common Stock	Sale	1,304	USD 56.55
$ Common Stock	Sale	2,200	USD 56.55
$ Common Stock	Purchase	145	USD 56.56
$ Common Stock	Sale	4,962	USD 56.56
$ Common Stock	Sale	2,004	USD 56.56
$ Common Stock	Purchase	229	USD 56.57
$ Common Stock	Purchase	794	USD 56.57
$ Common Stock	Purchase	164	USD 56.57
$ Common Stock	Purchase	301	USD 56.57
$ Common Stock	Sale	1,400	USD 56.57
$ Common Stock	Purchase	13	USD 56.58
$ Common Stock	Purchase	145	USD 56.58
$ Common Stock	Purchase	3	USD 56.58
$ Common Stock	Sale	134	USD 56.58
$ Common Stock	Sale	364	USD 56.58
$ Common Stock	Sale	122	USD 56.59
$ Common Stock	Sale	166	USD 56.59
$ Common Stock	Purchase	366	USD 56.60
$ Common Stock	Purchase	1,282	USD 56.60
$ Common Stock	Purchase	10	USD 56.60
$ Common Stock	Purchase	44	USD 56.61
$ Common Stock	Sale	36	USD 56.61
$ Common Stock	Purchase	17,486	USD 56.62
$ Common Stock	Purchase	181	USD 56.65
$ Common Stock	Purchase	4,793	USD 56.66
$ Common Stock	Purchase	4,947	USD 56.66
$ Common Stock	Sale	3,300	USD 56.66
$ Common Stock	Purchase	3,033	USD 56.67
$ Common Stock	Sale	6	USD 56.68
$ Common Stock	Purchase	100	USD 56.70
$ Common Stock	Purchase	877	USD 56.73
$ Common Stock	Sale	177	USD 56.74
$ Common Stock	Purchase	1,034	USD 56.76
$ Common Stock	Sale	7,600	USD 56.77
$ Common Stock	Purchase	3,100	USD 56.78
$ Common Stock	Purchase	194	USD 56.78
$ Common Stock	Sale	122	USD 56.78
$ Common Stock	Sale	19,305	USD 56.78
$ Common Stock	Purchase	250	USD 57.00

(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

(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

Type

e.g. American, European etc.

Expiry date

Option money paid/ received per unit

$ Common Stock

Call option

Writing

50,000

USD 58

American

13/12/2024

USD 0.2

(ii) Exercise

Class of relevant security

Product description

e.g. call option

Exercising/ exercised against

Number of securities

Exercise price per unit

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

Class of relevant security

Nature of dealing

e.g. subscription, conversion

Details

Price per unit (if applicable)

4. 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 person 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

(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 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

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached?

Yes

Date of disclosure:	09/12/2024
Contact name:	Jack Satt
Telephone number*:	+44 208 164 3693

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

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel’s Market Surveillance Unit.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SALE ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

1. KEY INFORMATION

Full name of person making disclosure:	Balyasny Asset Management LP
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:	International Paper Company

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
$ common stock	Put Option	Purchased	150,000	USD 52.5	American	16/01/2026
$ common stock	Put Option	Purchased	30,100	USD 55	American	16/01/2026
$ common stock	Call Option	Written	50,000	USD 58	American	13/12/2024

3. AGREEMENTS TO PURCHASE OR SALE ETC.

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

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

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

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241209374134/en/

Contacts

Balyasny Asset Management LP

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Form 8.3 - International Paper Company

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