Form 8.5 (EPT/NON-RI) - ANHEUSER-BUSCH INBEV SA/NV

7th Jul 2016 11:42

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:		06 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?		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:		9,396,173		0.58%		9,797,187		0.61%
(2)		Cash-settled derivatives:
				5,875,725		0.37%		4,896,821		0.30%
(3)		Stock-settled derivatives (including options)
		and agreements to purchase/sell:		25,000		0.00%		0		0.00%
		TOTAL:		15,296,898		0.95%		14,694,008		0.91%

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		815,196		115.5124 EUR		113.525 EUR
ORD		Purchase		813,104		127.7418 USD		127.4912 USD
ORD		Sale		270,741		115.2000 EUR		113.525 EUR
ORD		Sale		270,741		127.7418 USD		127.4912 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		100		114.8000 EUR
ORD		SWAP		Long		200		114.9958 EUR
ORD		SWAP		Long		300		114.3500 EUR
ORD		SWAP		Long		314		114.1703 EUR
ORD		SWAP		Long		737		114.2359 EUR
ORD		SWAP		Long		953		114.5083 EUR
ORD		CFD		Long		975		1,875.1621 ZAR
ORD		CFD		Long		4,240		1,888.4755 ZAR
ORD		SWAP		Long		4,244		114.3278 EUR
ORD		SWAP		Long		6,940		114.3287 EUR
ORD		SWAP Expires 11/08/2017		Short		350		128.1699 USD
ORD		CFD		Long		7,296		115.0838 EUR
ORD		CFD		Long		17,375		1,880.5012 ZAR
ORD		SWAP		Short		54		114.0824 EUR
ORD		SWAP		Short		323		114.4304 EUR
ORD		SWAP		Short		739		114.1326 EUR
ORD		CFD		Short		975		1,891.5737 ZAR
ORD		CFD		Short		1,102		113.8414 EUR
ORD		CFD		Short		1,845		1,872.0831 ZAR
ORD		CFD		Short		2,524		114.0628 EUR
ORD		CFD		Short		2,800		1,869.0296 ZAR
ORD		CFD		Short		5,931		115.5123 EUR
ORD		SWAP		Short		6,631		114.6607 EUR
ORD		SWAP		Short		10,106		114.7462 EUR
ORD		SWAP		Short		15,243		114.4521 EUR
ORD		CFD		Short		16,556		1,872.6713 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:		7 Jul 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.

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 date

of

description

purchasing,

of

price

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.

View source version on businesswire.com: http://www.businesswire.com/news/home/20160707005564/en/

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