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:
|
17
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:
|
|
|
686,783
|
0.20%
|
644,162
|
0.19%
|
(2)
|
Cash-settled derivatives:
|
|
|
|
|
|
and/or controlled:
|
|
|
544,466
|
0.16%
|
13,660
|
0.00%
|
(3)
|
Stock-settled derivatives (including
options)
|
|
|
|
|
|
and
agreements to purchase/sell:
|
|
|
0
|
0.00%
|
35,000
|
0.01%
|
|
|
|
|
|
|
|
|
|
TOTAL:
|
|
|
1,231,249
|
0.35%
|
692,822
|
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
|
130,151
|
56.5500 USD
|
common
stock
|
Purchase
|
127,834
|
56.8121 USD
|
common
stock
|
Purchase
|
78,025
|
56.9291 USD
|
common
stock
|
Purchase
|
71,311
|
56.7798 USD
|
common
stock
|
Purchase
|
46,009
|
56.8484 USD
|
common
stock
|
Purchase
|
43,178
|
56.8676 USD
|
common
stock
|
Purchase
|
34,709
|
56.9301 USD
|
common
stock
|
Purchase
|
32,825
|
56.9268 USD
|
common
stock
|
Purchase
|
32,125
|
56.7885 USD
|
common
stock
|
Purchase
|
29,925
|
56.5999 USD
|
common
stock
|
Purchase
|
29,900
|
56.6000 USD
|
common
stock
|
Purchase
|
25,168
|
56.7834 USD
|
common
stock
|
Purchase
|
14,160
|
56.7877 USD
|
common
stock
|
Purchase
|
13,125
|
56.7768 USD
|
common
stock
|
Purchase
|
12,623
|
56.7567 USD
|
common
stock
|
Purchase
|
10,797
|
56.7205 USD
|
common
stock
|
Purchase
|
9,267
|
56.7443 USD
|
common
stock
|
Purchase
|
7,165
|
56.7855 USD
|
common
stock
|
Purchase
|
5,554
|
56.7703 USD
|
common
stock
|
Purchase
|
4,432
|
56.7350 USD
|
common
stock
|
Purchase
|
4,098
|
56.8021 USD
|
common
stock
|
Purchase
|
4,043
|
56.7721 USD
|
common
stock
|
Purchase
|
3,941
|
56.8500 USD
|
common
stock
|
Purchase
|
3,615
|
56.7489 USD
|
common
stock
|
Purchase
|
3,571
|
56.9300 USD
|
common
stock
|
Purchase
|
3,524
|
56.7867 USD
|
common
stock
|
Purchase
|
3,496
|
56.8027 USD
|
common
stock
|
Purchase
|
3,355
|
56.7649 USD
|
common
stock
|
Purchase
|
3,236
|
56.7800 USD
|
common
stock
|
Purchase
|
2,833
|
56.7442 USD
|
common
stock
|
Purchase
|
2,590
|
56.7550 USD
|
common
stock
|
Purchase
|
2,477
|
56.7873 USD
|
common
stock
|
Purchase
|
2,393
|
56.7598 USD
|
common
stock
|
Purchase
|
2,204
|
56.7786 USD
|
common
stock
|
Purchase
|
2,198
|
56.7676 USD
|
common
stock
|
Purchase
|
2,052
|
56.7503 USD
|
common
stock
|
Purchase
|
1,800
|
56.8527 USD
|
common
stock
|
Purchase
|
1,788
|
56.9040 USD
|
common
stock
|
Purchase
|
1,252
|
56.7515 USD
|
common
stock
|
Purchase
|
1,134
|
56.8079 USD
|
common
stock
|
Purchase
|
1,086
|
56.7748 USD
|
common
stock
|
Purchase
|
1,030
|
56.8088 USD
|
common
stock
|
Purchase
|
854
|
56.7634 USD
|
common
stock
|
Purchase
|
808
|
56.7565 USD
|
common
stock
|
Purchase
|
781
|
56.7847 USD
|
common
stock
|
Purchase
|
775
|
56.7819 USD
|
common
stock
|
Purchase
|
742
|
56.7901 USD
|
common
stock
|
Purchase
|
740
|
56.7826 USD
|
common
stock
|
Purchase
|
632
|
56.7620 USD
|
common
stock
|
Purchase
|
617
|
56.8310 USD
|
common
stock
|
Purchase
|
608
|
56.7661 USD
|
common
stock
|
Purchase
|
514
|
56.7305 USD
|
common
stock
|
Purchase
|
505
|
56.7730 USD
|
common
stock
|
Purchase
|
500
|
56.6790 USD
|
common
stock
|
Purchase
|
491
|
56.7394 USD
|
common
stock
|
Purchase
|
478
|
56.8015 USD
|
common
stock
|
Purchase
|
447
|
56.7992 USD
|
common
stock
|
Purchase
|
400
|
56.8050 USD
|
common
stock
|
Purchase
|
400
|
56.8750 USD
|
common
stock
|
Purchase
|
400
|
56.6800 USD
|
common
stock
|
Purchase
|
400
|
56.7975 USD
|
common
stock
|
Purchase
|
379
|
56.8085 USD
|
common
stock
|
Purchase
|
333
|
56.7820 USD
|
common
stock
|
Purchase
|
303
|
56.7600 USD
|
common
stock
|
Purchase
|
301
|
56.7899 USD
|
common
stock
|
Purchase
|
300
|
56.7733 USD
|
common
stock
|
Purchase
|
300
|
56.8533 USD
|
common
stock
|
Purchase
|
300
|
56.7500 USD
|
common
stock
|
Purchase
|
248
|
56.8058 USD
|
common
stock
|
Purchase
|
226
|
56.8000 USD
|
common
stock
|
Purchase
|
202
|
56.8298 USD
|
common
stock
|
Purchase
|
200
|
56.7950 USD
|
common
stock
|
Purchase
|
187
|
56.8041 USD
|
common
stock
|
Purchase
|
147
|
56.7767 USD
|
common
stock
|
Purchase
|
134
|
56.9189 USD
|
common
stock
|
Purchase
|
125
|
56.6920 USD
|
common
stock
|
Purchase
|
100
|
56.7250 USD
|
common
stock
|
Purchase
|
100
|
56.8100 USD
|
common
stock
|
Purchase
|
68
|
56.7900 USD
|
common
stock
|
Purchase
|
40
|
55.0000 EUR
|
common
stock
|
Purchase
|
25
|
56.5400 USD
|
common
stock
|
Sale
|
85,334
|
56.9252 USD
|
common
stock
|
Sale
|
68,207
|
56.7554 USD
|
common
stock
|
Sale
|
61,515
|
56.7894 USD
|
common
stock
|
Sale
|
60,749
|
56.8216 USD
|
common
stock
|
Sale
|
59,779
|
56.8185 USD
|
common
stock
|
Sale
|
56,917
|
56.9300 USD
|
common
stock
|
Sale
|
37,794
|
56.7875 USD
|
common
stock
|
Sale
|
37,515
|
56.5500 USD
|
common
stock
|
Sale
|
34,709
|
56.9301 USD
|
common
stock
|
Sale
|
32,125
|
56.9299 USD
|
common
stock
|
Sale
|
32,125
|
56.7885 USD
|
common
stock
|
Sale
|
29,925
|
56.5999 USD
|
common
stock
|
Sale
|
26,356
|
56.7700 USD
|
common
stock
|
Sale
|
21,307
|
56.9295 USD
|
common
stock
|
Sale
|
15,023
|
56.8024 USD
|
common
stock
|
Sale
|
14,348
|
56.7887 USD
|
common
stock
|
Sale
|
13,121
|
56.7670 USD
|
common
stock
|
Sale
|
10,209
|
56.7548 USD
|
common
stock
|
Sale
|
8,137
|
56.7906 USD
|
common
stock
|
Sale
|
7,824
|
56.7940 USD
|
common
stock
|
Sale
|
6,530
|
56.8421 USD
|
common
stock
|
Sale
|
4,678
|
56.9033 USD
|
common
stock
|
Sale
|
3,728
|
56.7800 USD
|
common
stock
|
Sale
|
2,584
|
56.9323 USD
|
common
stock
|
Sale
|
2,518
|
56.8810 USD
|
common
stock
|
Sale
|
2,270
|
56.7543 USD
|
common
stock
|
Sale
|
2,181
|
56.7550 USD
|
common
stock
|
Sale
|
2,145
|
56.8547 USD
|
common
stock
|
Sale
|
2,078
|
56.8200 USD
|
common
stock
|
Sale
|
1,995
|
56.7613 USD
|
common
stock
|
Sale
|
1,606
|
56.7362 USD
|
common
stock
|
Sale
|
902
|
56.7807 USD
|
common
stock
|
Sale
|
742
|
56.7901 USD
|
common
stock
|
Sale
|
623
|
56.7568 USD
|
common
stock
|
Sale
|
514
|
56.7305 USD
|
common
stock
|
Sale
|
478
|
56.8015 USD
|
common
stock
|
Sale
|
465
|
56.7631 USD
|
common
stock
|
Sale
|
400
|
56.8975 USD
|
common
stock
|
Sale
|
310
|
56.8232 USD
|
common
stock
|
Sale
|
304
|
56.7900 USD
|
common
stock
|
Sale
|
205
|
56.7504 USD
|
common
stock
|
Sale
|
143
|
56.7760 USD
|
common
stock
|
Sale
|
123
|
56.7755 USD
|
common
stock
|
Sale
|
114
|
56.7994 USD
|
common
stock
|
Sale
|
100
|
56.8300 USD
|
common
stock
|
Sale
|
100
|
56.6400 USD
|
common
stock
|
Sale
|
62
|
56.7146 USD
|
common
stock
|
Sale
|
57
|
56.4800 USD
|
common
stock
|
Sale
|
54
|
56.6179 USD
|
common
stock
|
Sale
|
40
|
55.0000 EUR
|
common
stock
|
Sale
|
31
|
56.7835 USD
|
common
stock
|
Sale
|
26
|
56.7457 USD
|
common
stock
|
Sale
|
19
|
56.8526 USD
|
common
stock
|
Sale
|
18
|
56.8136 USD
|
common
stock
|
Sale
|
16
|
56.7656 USD
|
common
stock
|
Sale
|
13
|
56.7715 USD
|
common
stock
|
Sale
|
12
|
56.7400 USD
|
common
stock
|
Sale
|
10
|
56.7350 USD
|
common
stock
|
Sale
|
9
|
56.8000 USD
|
common
stock
|
Sale
|
9
|
56.7650 USD
|
common
stock
|
Sale
|
8
|
56.7100 USD
|
common
stock
|
Sale
|
7
|
56.7814 USD
|
common
stock
|
Sale
|
6
|
56.8100 USD
|
common
stock
|
Sale
|
5
|
56.6300 USD
|
common
stock
|
Sale
|
5
|
56.7488 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
|
Decreasing Long
|
2,703
|
56.9325 USD
|
common
stock
|
SWAP
|
Opening
Long
|
32,125
|
56.9300 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
|
|
|
|
|
common
stock
|
Call
Options
|
Purchasing
|
700
|
56.0000 USD
|
American
|
31 Jan
2025
|
2.1000 USD
|
common
stock
|
Call
Options
|
Purchasing
|
2,500
|
59.0000 USD
|
American
|
31 Jan
2025
|
0.7500 USD
|
common
stock
|
Put
Options
|
Purchasing
|
35,000
|
55.0000 USD
|
American
|
24 Jan
2025
|
0.1998 USD
|
|
|
|
|
|
|
|
|
(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:
|
20 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 CO
|
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
|
Put
Options
|
Purchased
|
-35,000
|
55.0000
|
American
|
24 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:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|