FORM 8.5 (EPT / RI)

DISCLOSURE OF PUBLIC OPERATIONS BY A PRINCIPAL EXEMPTED SALES OFFICER WITH A RECOGNIZED INTERMEDIARY STATUS OPERATING IN A CAPACITY TO SERVE CUSTOMERS

Rule 8.5 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a) Name of the main exempt merchant:

BANK HSBC PLC

(b) Name of the Offeror / Officer for the relevant titles this form relates to:

Use a separate form for each offeror / beneficiary

Calisen API

(c) Name of the party to the offer with which the main exempt operator is linked:

Bidder – Calisen PLC

(d) Date of execution of the transaction:

March 10, 2021

(e) In addition to the company mentioned in 1 (b) above, does the exempt primary dealer make any disclosures with respect to any other party to this offer?

If it is a cash offer or a possible cash offer, indicate “N / A”

N / A

2. OPERATIONS OF THE MAIN EXEMPT MERCHANT

When there have been transactions on more than one category of relevant securities of the offeror or the offender named in point 1 (b), copy table 2 (a), (b), (c) or (d ) (as the case may be) for each class of securities concerned processed.

The currency of all prices and other monetary amounts must be indicated.

(a) Purchases and sales

Relevant safety class

Purchases / Sales

Total number of titles

Highest price per unit paid / received

(GBP)

Lowest price per unit paid / received

(GBP)

Ordinary actions

To buy

10 368

261,000 p

260,700 p

Ordinary actions

Sale

10 368

261,000 p

260,700 p

(b) Cash-settled derivative transactions

Relevant safety class

Product Description

eg CFD

Nature of the transaction

For example, open / close a long / short position, increase / decrease a long / short position

Number of benchmark titles

Unit price (GBP)

(c) Equity-settled derivative transactions (including options)

(i) Write, sell, buy or modify

Relevant safety class

Product Description for example purchase option

Write, buy, sell, vary, etc.

Number of securities to which the option relates

Unit exercise price

Type

for example American, European, etc.

Expiration date

Option money paid / received per unit

(ii) Exercise

Relevant safety class

Product Description

for example purchase option

Exercise / exercised against

Number of titles

Unit exercise price

(d) Other operations (including the subscription of new securities)

Relevant safety class

Nature of the transaction

e.g. subscription, conversion

Details

Unit price (if applicable)

3. OTHER INFORMATION

(a) Indemnification and other trade agreements

Details of any indemnity or option agreement, or any arrangement or arrangement, formal or informal, relating to the relevant securities which may be an inducement to trade or refrain from trading 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, indicate “none”

(b) Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the exempt primary dealer making the disclosure and any other person relating to:

(i) the voting rights of any relevant security under an option; Where

(ii) voting rights or the future acquisition or disposal of any relevant security to which a derivative is referenced:

If there are no such agreements, arrangements or understandings, indicate “none”

Disclosure Date:

March 11, 2021

Name of the contact:

Moukhtar Khan

Phone number:

0207 088 2000

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 regarding the Code’s transaction disclosure requirements on +44 (0) 20 7638 0129.

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

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