RNS Number : 5186L

Bank of America Merrill Lynch

06 September 2019

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:	Bank of America Merrill Lynch
(b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree	Takeaway.com NV
(c) Name of the party to the offer with which exempt principal trader is connected:	Takeaway.com NV
(d) Date dealing undertaken:	05/09/2019
(e) In addition to the company in 1(b) 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"	YES If YES, specify which: (Just Eat PLC)

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.

(a) Purchases and sales

Class of relevant security	Purchases/ sales	Total number of securities	Highest price per unit paid/received	Lowest price per unit paid/received
Common - ISIN NL0012015705	Purchase	54,867	83.258 EUR	81.8 EUR
Common - ISIN NL0012015705	Sale	66,340	83.25 EUR	81.85 EUR

(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
Common - ISIN NL0012015705	Swaps	Increasing a Long Position	109	82.043 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Short Position	287	82.894 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Short Position	913	82.894 EUR
Common - ISIN NL0012015705	Swaps	Increasing a Short Position	855	82.646 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Short Position	29	82.295 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Short Position	27	82.295 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Short Position	589	83.236 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Long Position	139	83.052 EUR
Common - ISIN NL0012015705	Swaps	Increasing a Long Position	903	82.461 EUR
Common - ISIN NL0012015705	Swaps	Increasing a Long Position	890	82.46 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Long Position	137	83.051 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Short Position	2,946	82.8 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Short Position	2,396	82.674 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Short Position	2,682	82.8 EUR
Common - ISIN NL0012015705	Swaps	Increasing a Short Position	58	83.054 EUR
Common - ISIN NL0012015705	Swaps	Closing a Short Position	50	83.242 EUR
Common - ISIN NL0012015705	Swaps	Opening a Long Position	50	83.242 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Long Position	533	83.256 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Long Position	54	83.321 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Long Position	69	83.321 EUR
Common - ISIN NL0012015705	Swaps	Increasing a Long Position	31	82.83 EUR
Common - ISIN NL0012015705	Swaps	Increasing a Short Position	189	83.049 EUR
Common - ISIN NL0012015705	Swaps	Increasing a Short Position	2,106	82.793 EUR
Common - ISIN NL0012015705	Swaps	Increasing a Short Position	11	83.258 EUR
Common - ISIN NL0012015705	Swaps	Increasing a Short Position	1,053	83.008 EUR
Common - ISIN NL0012015705	Swaps	Reducing a Long Position	261	81.999 EUR
Common - ISIN NL0012015705	Swaps	Closing a Short Position	380	82.993 EUR
Common - ISIN NL0012015705	Swaps	Opening a Long Position	348	82.993 EUR
Common - ISIN NL0012015705	Swaps	Opening a Short Position	30	82.815 EUR
Common - ISIN NL0012015705	Swaps	Closing a Short Position	30	83.25 EUR

(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
N/A	N/A	N/A	N/A	N/A	N/A	N/A	N/A

(ii) Exercise

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

(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)
N/A	N/A	N/A	N/A

3. 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 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

(b) 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:
(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

Date of disclosure:	06/09/2019
Contact name:	Tolu Tade
Telephone number:	+44207 996 3410

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
dealing disclosure requirements on +44 (0)20 7638 0129.

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

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