Form 8.3 - International Paper Company

LONDON--(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	08/11/2024
(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:	2,993,735	0.86	1,114,178	0.32
(2) Cash-settled derivatives:
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:			195,100	0.05
TOTAL:	2,993,735	0.86	1,309,278	0.37

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	15,000	USD 57.00
$ Common Stock	Purchase	141	USD 57.38
$ Common Stock	Sale	11,642	USD 57.38
$ Common Stock	Purchase	68	USD 57.38
$ Common Stock	Purchase	776	USD 57.45
$ Common Stock	Purchase	8,316	USD 57.46
$ Common Stock	Purchase	3,825	USD 57.46
$ Common Stock	Purchase	128	USD 57.48
$ Common Stock	Purchase	5,091	USD 57.53
$ Common Stock	Sale	10,764	USD 57.53
$ Common Stock	Purchase	1,679	USD 57.58
$ Common Stock	Sale	860	USD 57.64
$ Common Stock	Sale	100	USD 57.64
$ Common Stock	Purchase	16	USD 57.66
$ Common Stock	Sale	1,386	USD 57.66
$ Common Stock	Sale	42	USD 57.67
$ Common Stock	Sale	2,720	USD 57.70
$ Common Stock	Sale	900	USD 57.71
$ Common Stock	Purchase	15,000	USD 57.72
$ Common Stock	Sale	2,156	USD 57.72
$ Common Stock	Sale	470	USD 57.75
$ Common Stock	Sale	100	USD 57.77
$ Common Stock	Sale	1,340	USD 57.79
$ Common Stock	Sale	361	USD 57.80
$ Common Stock	Sale	129	USD 57.80
$ Common Stock	Sale	4,700	USD 57.81
$ Common Stock	Sale	1,878	USD 57.81
$ Common Stock	Sale	1,958	USD 57.81
$ Common Stock	Sale	124	USD 57.82
$ Common Stock	Purchase	30	USD 57.83
$ Common Stock	Sale	800	USD 57.83
$ Common Stock	Purchase	499	USD 57.86
$ Common Stock	Purchase	858	USD 57.86
$ Common Stock	Sale	1,460	USD 57.86
$ Common Stock	Purchase	527	USD 57.87
$ Common Stock	Purchase	4	USD 57.87
$ Common Stock	Sale	1,403	USD 57.87
$ Common Stock	Sale	1,750	USD 57.88
$ Common Stock	Sale	1,714	USD 57.88
$ Common Stock	Purchase	109	USD 57.88
$ Common Stock	Sale	258	USD 57.88
$ Common Stock	Purchase	513	USD 57.89
$ Common Stock	Sale	68	USD 57.89
$ Common Stock	Purchase	61	USD 57.90
$ Common Stock	Sale	3,044	USD 57.94
$ Common Stock	Sale	1,595	USD 57.96
$ Common Stock	Sale	401	USD 57.99
$ Common Stock	Purchase	164	USD 58.01
$ Common Stock	Sale	1,501	USD 58.01
$ Common Stock	Purchase	396	USD 58.07
$ Common Stock	Sale	1,116	USD 58.09
$ Common Stock	Sale	3,409	USD 58.09
$ Common Stock	Sale	1,931	USD 58.09
$ Common Stock	Sale	1,581	USD 58.10
$ Common Stock	Sale	1,015	USD 58.13
$ Common Stock	Purchase	34	USD 58.14
$ Common Stock	Purchase	49	USD 58.17
$ Common Stock	Purchase	477	USD 58.18
$ Common Stock	Sale	27,147	USD 58.21
$ Common Stock	Sale	2,893	USD 58.22
$ Common Stock	Sale	400	USD 58.26
$ Common Stock	Purchase	4	USD 58.28
$ Common Stock	Sale	338	USD 58.28
$ Common Stock	Purchase	20	USD 58.29
$ Common Stock	Sale	4,903	USD 58.29
$ Common Stock	Sale	100	USD 58.32
$ Common Stock	Sale	37	USD 58.34
$ Common Stock	Purchase	258	USD 58.35
$ Common Stock	Sale	600	USD 58.39
$ Common Stock	Sale	3,258	USD 58.40
$ Common Stock	Sale	370	USD 58.41
$ Common Stock	Sale	4,237	USD 58.44
$ Common Stock	Sale	800	USD 58.45

(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	15,000	USD 59	American	11/15/2024	USD 0.15

(ii) Exercise

Class of relevant security	Product description e.g. call option	Exercising/ exercised against	Number of securities	Exercise price per unit
$ Common Stock	Call option	Exercising	15,000	USD 57

(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:	11/11/2024
Contact name:	Jack Satt
Telephone number*:	[phone]

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 [phone].

*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	15,000	USD 59	American	15/11/2024

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 [phone].

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

Category Code: RET

Sequence Number: 1259967

Time of Receipt (offset from UTC): 20241111T151315+0000