Source - RNS
RNS Number : 4299J
Anheuser-Busch InBev SA/NV
09 September 2016
 

FORM 8 (DD)

 

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)

Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

(a) Full name of discloser:

Anheuser-Busch InBev SA/NV ("AB InBev")

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

     The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.

 

 

N/A

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

     Use a separate form for each offeror/offeree

 

AB InBev

(d) Status of person making the disclosure:

     e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)

 

OFFEROR

(e) Date dealing undertaken:

8 September 2016

(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

     If it is a cash offer or possible cash offer, state "N/A"

 

NO

 

 

2.         POSITIONS OF THE PERSON MAKING THE DISCLOSURE

 

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(c), 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

Class of relevant security:

 

AB InBev Ordinary Shares of nil face value

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

0


0


(2) Cash-settled derivatives:

 

83,992,173

5.2226

0

0

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

0

0

0

0

 

     TOTAL:

83,992,173

5.2226

0

0

 

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).

 

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

(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 BY THE PERSON MAKING THE DISCLOSURE

 

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), 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

 

(i)         Party to an offer or person acting in concert (except for a principal trader in the same group as a connected adviser)

Class of relevant security

Purchase/sale

 

Number of securities

Price per unit


 

 



 

(ii)        Principal trader where the sole reason for the connection is that the principal trader is in the same group as a connected adviser

Class of relevant security

Purchases/ sales

 

Total number of securities

Highest price per unit paid/received

Lowest price per unit paid/received


 

 




 

(b)        Cash-settled derivative transactions

Class of relevant security

Product description

e.g. CFD

Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

Number of reference securities

Price per unit


 

 




 

(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

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 party to the offer or person acting in concert making the disclosure and any other person:

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 party to the offer or person acting in concert 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

 

Are any Supplemental Forms attached?

 

Supplemental Form 8 (Open Positions)

NO

Supplemental Form 8 (SBL)

YES

 

 

Date of disclosure:

9 September 2016

Contact name:

Benoit Loore

Telephone number:

(+32)16276870

 

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 dealing disclosure requirements on +44 (0)20 7638 0129.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 

 

 

 

SUPPLEMENTAL FORM 8 (SBL)

 

DETAILS OF SECURITIES BORROWING AND LENDING AND

FINANCIAL COLLATERAL ARRANGEMENTS BY

PARTIES TO AN OFFER AND PERSONS ACTING IN CONCERT

Note 5(l) on Rule 8 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

Full name of person making disclosure:

Anheuser-Busch InBev SA/NV ("AB InBev")

Name of offeror/offeree in relation to whose relevant securities this form relates:

OFFEROR

 

2.         SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL POSITIONS

 

Class of relevant security:

 

AB InBev Ordinary Shares of nil face value


Number

 

%

Securities borrowed:

15,000,000*

0.9327

Securities lent (including securities subject to a security financial collateral arrangement with right of use or a title transfer collateral arrangement):

0

0

 

* Of the securities borrowed, 12,248,286 AB InBev Ordinary Shares of nil face value have been transferred by AB InBev and 2,751,714 AB InBev Ordinary Shares of nil face value are still held by AB InBev.

 

(Note: The percentage above is calculated on the basis of AB InBev Ordinary Shares of nil face value in issue and held outside of treasury.)

 

3.         SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL TRANSACTIONS

 

Note: The securities borrowed under each of the arrangements below were delivered on the date the arrangement was entered into. The maturity dates for the securities lending arrangements set out below are subject to an automatic extension upon the occurrence of which there will be no change of interest and no dealing (and therefore no dealing disclosure will be made). To the extent that one of the arrangements is varied or terminated then a corresponding disclosure will be made.

 

Class of relevant security

Nature of transaction

e.g. securities lending/borrowing, delivery/receipt of recalled securities, entering into financial collateral arrangement with right of use, entering into title transfer collateral arrangement etc.

Number of securities

AB InBev Ordinary Shares of nil face value

Stock lending agreement entered into on 17 June 2015 and with maturity date 20 December 2016

3,000,000

AB InBev Ordinary Shares of nil face value

Stock lending agreement entered into on 2 July 2015 and with maturity date 2 January 2017

4,000,000

AB InBev Ordinary Shares of nil face value

Stock lending agreement entered into on 15 September 2015 and with maturity date 23 September 2016

2,000,000

AB InBev Ordinary Shares of nil face value

Stock lending agreement entered into on 23 November 2015 and with maturity date 4 January 2016

4,100,000

AB InBev Ordinary Shares of nil face value

Stock lending agreement entered into on 26 November 2015 and with maturity date 13 December 2016

1,900,000

 

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.

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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