Barclays Regulatory News (BARC)

23 Aug 2016 11:33

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		ANHEUSER-BUSCH INBEV SA/NV
		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:		22 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?		SABMILLER PLC

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:		9,783,535		0.61%		9,743,580		0.61%
(2)		Cash-settled derivatives:
				5,021,346		0.31%		4,219,278		0.26%
(3)		Stock-settled derivatives (including options)
		and agreements to purchase/sell:		25,000		0.00%		0		0.00%
		TOTAL:		14,829,881		0.92%		13,962,858		0.87%

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		136,932		112.3100 EUR		108.3094 EUR
ORD		Purchase		136,932		125.4341 USD		125.4341 USD
ORD		Purchase		136,932		1,711.8414 ZAR		1,711.8414 ZAR
ORD		Sale		115,546		112.2500 EUR		110.75 EUR
ORD		Sale		115,546		125.4341 USD		125.4341 USD

(b) Cash-settled derivative transactions

Class of		Product		Nature of dealing		Number of		Price per
relevant		description				reference		unit
security						securities
ORD		CFD		Long		68		1,708.0845 ZAR
ORD		SWAP		Long		88		110.9855 EUR
ORD		SWAP		Long		108		111.5947 EUR
ORD		CFD		Long		182		1,719.6758 ZAR
ORD		SWAP		Long		371		112.1822 EUR
ORD		SWAP		Long		790		111.5352 EUR
ORD		SWAP		Long		1,214		111.3123 EUR
ORD		SWAP		Long		2,210		111.1103 EUR
ORD		SWAP		Long		6,191		111.2523 EUR
ORD		CFD		Long		7,457		111.0328 EUR
ORD		CFD		Long		11,189		1,715.9078 ZAR
ORD		CFD		Long		14,217		110.9344 EUR
ORD		CFD		Long		34,515		1,708.5800 ZAR
ORD		SWAP		Short		320		112.2795 EUR
ORD		SWAP		Short		787		111.3221 EUR
ORD		CFD		Short		1,403		108.3094 EUR
ORD		SWAP		Short		1,556		111.5450 EUR
ORD		CFD		Short		2,167		1,713.1566 ZAR
ORD		SWAP		Short		2,298		111.7697 EUR
ORD		SWAP		Short		4,152		111.4568 EUR
ORD		SWAP		Short		5,616		111.2414 EUR
ORD		SWAP		Short		6,266		111.1859 EUR
ORD		CFD		Short		7,127		1,714.4572 ZAR
ORD		SWAP		Short		7,236		111.4704 EUR
ORD		CFD		Short		14,063		111.1815 EUR
ORD		CFD		Short		34,515		1,708.5800 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)

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?		YES
Date of disclosure:		23 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 monitoring@disclosure.org.uk. 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.

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the “Code”)

1. KEY INFORMATION

Identity of the person whose positions/dealings	BARCLAYS CAPITAL SECURITIES LTD
are being disclosed:
Name of offeror/offeree in relation to whose	ANHEUSER-BUSCH INBEV SA/NV
relevant securities this from relates:

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class	Product	Writing,	Number	Exercise	Type	Expiry
of	description	purchasing,	of	price		date
relevant		selling,	securities	per unit
security		varying etc	to which
			option
			relates
ORD	Put Options	Written	25,000	100.0000	American	16 Jun 2017

3. AGREEMENTS TO PURCHASE OR SELL ETC.

Full details should be given so that the nature of the interest or position can be fully understood:

It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to cash-settled derivatives.

The currency of all prices and other monetary amounts should be stated.

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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