Source - BUS

Form 8.5 (EPT/NON-RI) - SABMILLER PLC

BARCLAYS PLC

FORM 8.5 (EPT/NON-RI)

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN

EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY (“RI”) STATUS (OR WHERE RI STATUS IS NOT APPLICABLE)

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

1. KEY INFORMATION

(a)   Name of exempt principal trader:   BARCLAYS CAPITAL SECURITIES LTD
(b) Name of offeror/offeree in relation to whose SABMILLER PLC
  relevant securities this form relates:  
(c) Name of the party to the offer with which exempt ANHEUSER-BUSCH INBEV SA/NV
  principal trader is connected  
(d) Date position held/dealing undertaken: 26 August 2016
(e) In addition to the company in 1(b) above, is the exempt principal YES:
  trader making disclosures in respect of any other party to the offer? ANHEUSER-BUSCH INBEV SA/NV

2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER

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(b), 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:       ORD            
Interests Short Positions
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 12,970,850 0.80% 1,895,937 0.12%
           
(2) Cash-settled derivatives:
558,295 0.03% 11,314,219 0.70%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
(4)
TOTAL: 13,529,145 0.83% 13,210,156 0.81%

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 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 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   Purchase/sale   Total number of   Highest price per unit   Lowest price per unit
security   securities paid/received paid/received
ORD Purchase 1,173,556 43.8450 GBP 43.6875 GBP
ORD Sale 1,208,965 43.8450 GBP 43.6827 GBP
ADR Purchase 7,900 58.0081 USD 57.829 USD
ADR Sale 7,900 58.0081 USD 57.829 USD

(b) Cash-settled derivative transactions

Class of   Product   Nature of dealing   Number of   Price per
relevant description reference unit
security     securities  
ORD SWAP Long 12 43.7406 GBP
ORD SWAP Long 73 43.7302 GBP
ORD SWAP Long 150 43.7143 GBP
ORD SWAP Long 203 43.6865 GBP
ORD SWAP Long 452 43.8376 GBP
ORD CFD Long 598 43.6827 GBP
ORD SWAP Long 1,380 43.7233 GBP
ORD CFD Long 1,448 43.6891 GBP
ORD SWAP Long 3,313 43.7685 GBP
ORD CFD Long 4,759 814.7239 ZAR
ORD CFD Long 8,069 815.7063 ZAR
ORD SWAP Long 11,129 43.7035 GBP
ORD CFD Long 12,838 819.0905 ZAR
ORD CFD Long 13,737 43.7401 GBP
ORD CFD Long 14,904 818.8349 ZAR
ORD CFD Long 16,569 43.7605 GBP
ORD CFD Long 134,505 818.4306 ZAR
ORD CFD Long 352,396 818.3633 ZAR
ORD SWAP Long 420,883 43.7184 GBP
ORD CFD Short 30 43.7933 GBP
ORD SWAP Short 51 43.7727 GBP
ORD SWAP Short 393 43.8121 GBP
ORD CFD Short 608 813.1181 ZAR
ORD SWAP Short 1,117 43.7859 GBP
ORD CFD Short 2,380 812.3451 ZAR
ORD CFD Short 13,285 813.8842 ZAR
ORD CFD Short 25,967 43.7355 GBP
ORD CFD Short 32,111 818.2837 ZAR
ORD CFD Short 373,584 43.7304 GBP

(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

(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 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

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached?   NO
Date of disclosure: 30 Aug 2016
Contact name: Pinar Coktas
Telephone number: 020 7116 1165

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at [email protected] 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.

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