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

9th May 2016 15:18

FORM 8.5 (EPT/NON-RI) Amendment to s3(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 relevant securities this form relates:

Use a separate form for each offeror/offeree

SABMILLER PLC

(c) Name of the party to the offer with which exempt principal trader is connected:

ANHEUSER-BUSCH INBEV SA/NV

(d) Date position held/dealing undertaken:

For an opening position disclosure, state the latest practicable date prior to the disclosure

3 May 2016

(e) In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to the offer?

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

YES

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: 18,226,104 1.12% 2,645,684 0.16%
(2) Cash-settled derivatives:
1,058,052 0.07% 18,607,897 1.15%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 0 0.00% 0 0.00%
(4)
TOTAL: 19,284,156 1.19% 21,253,581 1.31%

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 298,760 41.9950 GBP 41.645 GBP
ORD Sale 280,254 41.9950 GBP 41.645 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 43 882.1441 ZAR
ORD SWAP Long 1,432 41.9135 GBP
ORD SWAP Long 2,959 41.7684 GBP
ORD CFD Long 5,448 879.1704 ZAR
ORD CFD Long 11,038 41.7629 GBP
ORD CFD Long 40,883 886.0915 ZAR
ORD CFD Long 126,491 41.8394 GBP
ORD SWAP Short 95 41.8154 GBP
ORD SWAP Short 237 41.9083 GBP
ORD SWAP Short 265 41.8679 GBP
ORD SWAP Short 441 41.8654 GBP
ORD SWAP Short 445 41.7663 GBP
ORD SWAP Short 678 41.8348 GBP
ORD SWAP Short 1,007 41.9787 GBP
ORD SWAP Short 1,058 41.8542 GBP
ORD SWAP Short 1,428 41.6789 GBP
ORD SWAP Short 1,546 41.7714 GBP
ORD SWAP Short 1,727 41.8182 GBP
ORD SWAP Short 1,950 41.9092 GBP
ORD SWAP Short 1,994 41.7962 GBP
ORD CFD Short 3,254 41.9583 GBP
ORD SWAP Short 4,655 41.7625 GBP
ORD SWAP Short 5,438 41.9050 GBP
ORD CFD Short 6,254 889.6002 ZAR
ORD CFD Short 7,452 41.8333 GBP
ORD CFD Short 9,007 884.2218 ZAR
ORD SWAP Short 22,798 41.8696 GBP
ORD CFD Short 44,235 41.8921 GBP
ORD CFD Short 60,281 41.9020 GBP
ORD CFD Short 112,054 887.1104 ZAR
ORD CFD Short 117,385 886.2798 ZAR
ORD CFD Short 169,165 884.0217 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?

NO

Date of disclosure:

4 May 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.

View source version on businesswire.com: http://www.businesswire.com/news/home/20160509005974/en/

Copyright Business Wire 2016


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