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: 30 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: 10,164,639 0.63% 1,899,499 0.12%
           
(2) Cash-settled derivatives:
599,107 0.04% 8,501,106 0.52%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
 
TOTAL: 10,763,746 0.66% 10,400,605 0.64%

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 158,827 44.1800 GBP 43.875 GBP
ORD Sale 2,968,943 44.1800 GBP 43.8668 GBP
ADR Purchase 10,200 57.6402 USD 57.595 USD
ADR Sale 10,200 57.6402 USD 57.595 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 274 44.1059 GBP
ORD SWAP Long 604 43.9444 GBP
ORD CFD Long 1,730 43.9751 GBP
ORD CFD Long 2,170 44.0423 GBP
ORD SWAP Long 2,411 43.9074 GBP
ORD CFD Long 2,599 43.9558 GBP
ORD CFD Long 4,172 828.2161 ZAR
ORD CFD Long 4,796 828.3358 ZAR
ORD CFD Long 6,486 828.1998 ZAR
ORD SWAP Long 12,601 43.8668 GBP
ORD CFD Long 13,028 835.5256 ZAR
ORD CFD Long 16,948 831.2888 ZAR
ORD CFD Long 23,389 43.9464 GBP
ORD CFD Long 70,046 43.9503 GBP
ORD CFD Long 79,498 828.7246 ZAR
ORD SWAP Long 2,801,106 44.0000 GBP
ORD SWAP Short 64 43.9684 GBP
ORD SWAP Short 103 43.9060 GBP
ORD CFD Short 222 830.6708 ZAR
ORD SWAP Short 269 43.9404 GBP
ORD SWAP Short 324 43.9664 GBP
ORD SWAP Short 331 43.8774 GBP
ORD CFD Short 448 43.9966 GBP
ORD SWAP Short 772 43.9382 GBP
ORD CFD Short 6,342 43.9908 GBP
ORD CFD Short 21,171 831.1802 ZAR
ORD CFD Short 69,499 831.8126 ZAR
ORD CFD Short 95,931 43.9938 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: 31 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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