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

18th Dec 2015 12:18

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: 17 December 2015
(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: 14,814,133 0.91% 6,721,818 0.41%
(2) Cash-settled derivatives:
1,707,343 0.11% 13,090,354 0.81%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
TOTAL: 16,521,476 1.02% 19,812,172 1.22%

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 872,046 40.6867 GBP 40.2982 GBP
ORD Sale 240,446 40.6650 GBP 40.4869 GBP

(b) Cash-settled derivative transactions

Class of Product Nature of dealing Number of Price per
relevant description reference unit
security securities
ORD CFD Long 403 40.4959 GBP
ORD SWAP Long 416 40.5582 GBP
ORD CFD Long 849 905.3433 ZAR
ORD SWAP Long 1,175 40.6686 GBP
ORD CFD Long 1,430 40.4904 GBP
ORD CFD Long 3,415 912.5903 ZAR
ORD CFD Long 4,401 40.6252 GBP
ORD CFD Long 14,492 40.5145 GBP
ORD CFD Long 23,464 40.5008 GBP
ORD CFD Long 52,561 913.9335 ZAR
ORD CFD Long 87,899 40.4861 GBP
ORD CFD Long 103,600 907.6753 ZAR
ORD CFD Long 576,514 909.8844 ZAR
ORD CFD Short 594 40.6867 GBP
ORD SWAP Short 1,171 40.5642 GBP
ORD CFD Short 1,448 40.5034 GBP
ORD SWAP Short 1,659 40.5477 GBP
ORD CFD Short 3,435 912.4924 ZAR
ORD SWAP Short 3,571 40.5828 GBP
ORD CFD Short 4,381 40.6278 GBP
ORD SWAP Short 4,773 40.5789 GBP
ORD CFD Short 10,000 40.5000 GBP
ORD CFD Short 10,780 40.6331 GBP
ORD SWAP Expires 18/01/2017 Short 17,900 40.2982 GBP
ORD SWAP Short 31,897 40.5091 GBP
ORD CFD Short 51,493 909.0428 ZAR
ORD CFD Short 87,036 908.4666 ZAR
ORD CFD Short 45,631 910.5999 ZAR
ORD CFD Short 680,977 40.6187 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”

(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”

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? NO
Date of disclosure: 18 Dec 2015
Contact name: Jay Supaya
Telephone number: 020 7773 0635

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.

View source version on businesswire.com: http://www.businesswire.com/news/home/20151218005325/en/

Copyright Business Wire 2015


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