Source - BUS

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

BARCLAYS PLC

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

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: 31 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: 7,149,347 0.44% 1,898,017 0.12%
           
(2) Cash-settled derivatives:
655,343 0.04% 5,537,486 0.34%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
           
(4)
TOTAL: 7,804,690 0.48% 7,435,503 0.46%

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 266,159 44.1450 GBP 43.965 GBP
ORD Sale 3,279,804 44.1450 GBP 43.965 GBP
ADR Purchase 2,100 57.7000 USD 57.7 USD
ADR Sale 2,100 57.7000 USD 57.7 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 34 43.9858 GBP
ORD SWAP Long 34 43.9996 GBP
ORD SWAP Long 47 43.9848 GBP
ORD SWAP Long 91 43.9871 GBP
ORD SWAP Long 100 44.0079 GBP
ORD SWAP Long 174 43.9935 GBP
ORD SWAP Long 229 43.9971 GBP
ORD SWAP Long 240 43.9992 GBP
ORD SWAP Long 584 43.9860 GBP
ORD CFD Long 755 836.5416 ZAR
ORD CFD Long 1,000 43.9950 GBP
ORD SWAP Long 1,362 43.9887 GBP
ORD CFD Long 1,935 841.2127 ZAR
ORD SWAP Long 2,753 44.0124 GBP
ORD CFD Long 3,057 43.9818 GBP
ORD CFD Long 4,278 43.9889 GBP
ORD CFD Long 4,588 43.9712 GBP
ORD CFD Long 7,034 846.6611 ZAR
ORD SWAP Long 18,015 43.9800 GBP
ORD SWAP Long 19,458 43.9928 GBP
ORD SWAP Long 19,937 43.9878 GBP
ORD CFD Long 22,443 835.4427 ZAR
ORD CFD Long 79,105 44.0014 GBP
ORD CFD Long 84,055 843.0465 ZAR
ORD CFD Long 103,547 44.0102 GBP
ORD SWAP Long 2,843,547 44.0400 GBP
ORD CFD Short 6 44.0333 GBP
ORD SWAP Short 426 43.9829 GBP
ORD CFD Short 500 846.1953 ZAR
ORD CFD Short 905 853.0913 ZAR
ORD SWAP Short 1,356 43.9981 GBP
ORD CFD Short 1,800 847.2541 ZAR
ORD CFD Short 3,233 44.0091 GBP
ORD CFD Short 7,950 843.3925 ZAR
ORD SWAP Short 18,015 43.9800 GBP
ORD CFD Short 75,512 840.6366 ZAR
ORD CFD Short 88,843 44.0085 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: 7 Sep 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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