Source - BUS

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


FORM 8.5 (EPT/NON-RI) Amendment to s2(a) and 3(a)



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


(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: 27 July 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


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: 19,676,155 1.21% 2,082,602 0.13%
(2) Cash-settled derivatives:
82,258 0.01% 18,333,321 1.13%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
TOTAL: 19,758,413 1.22% 20,415,923 1.26%

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:  


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 804,531 44.0800 GBP 43.235 GBP
ORD Sale 1,304,636 44.2828 GBP 43.235 GBP

(b) Cash-settled derivative transactions

Class of   Product   Nature of dealing   Number of   Price per
relevant description reference unit
security     securities  
ORD CFD Long 17 43.8100 GBP
ORD SWAP Long 200 43.6304 GBP
ORD SWAP Long 354 43.6534 GBP
ORD CFD Long 389 43.2878 GBP
ORD SWAP Long 548 43.7737 GBP
ORD SWAP Long 641 43.7736 GBP
ORD SWAP Long 2,711 43.7436 GBP
ORD CFD Long 3,530 828.1516 ZAR
ORD CFD Long 4,422 43.7295 GBP
ORD CFD Long 7,195 818.0683 ZAR
ORD CFD Long 62,226 818.8887 ZAR
ORD CFD Long 52,613 818.5874 ZAR
ORD CFD Long 53,592 43.4331 GBP
ORD SWAP Long 150,811 43.7650 GBP
ORD CFD Long 235,183 43.7141 GBP
ORD SWAP Expires 02/08/2016 Short 0 TRANSFER
ORD SWAP Short 11 43.7500 GBP
ORD SWAP Short 17 43.7712 GBP
ORD CFD Short 28 43.4289 GBP
ORD SWAP Short 62 43.7862 GBP
ORD SWAP Short 62 43.8975 GBP
ORD SWAP Short 129 43.9693 GBP
ORD SWAP Short 148 43.6337 GBP
ORD SWAP Short 265 43.9407 GBP
ORD SWAP Short 358 43.8993 GBP
ORD SWAP Short 1,109 43.3041 GBP
ORD SWAP Short 1,225 43.3375 GBP
ORD SWAP Short 1,296 43.3040 GBP
ORD SWAP Short 1,426 43.4189 GBP
ORD CFD Short 857 814.8881 ZAR
ORD SWAP Short 1,877 43.3802 GBP
ORD SWAP Short 1,882 43.5833 GBP
ORD SWAP Short 2,048 43.7724 GBP
ORD CFD Short 2,122 819.2375 ZAR
ORD SWAP Short 2,703 43.5773 GBP
ORD CFD Short 3,600 816.1950 ZAR
ORD SWAP Short 3,573 43.3520 GBP
ORD CFD Short 7,503 816.4548 ZAR
ORD CFD Short 10,800 43.3032 GBP
ORD CFD Short 20,000 43.8032 GBP
ORD SWAP Expires 29/08/2017 Short 8,135 43.9358 GBP
ORD SWAP Short 32,742 43.4774 GBP
ORD CFD Short 28,462 43.8262 GBP
ORD CFD Short 87,151 43.6585 GBP
ORD CFD Short 203,919 818.5330 ZAR

(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)


(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”


(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”


(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