GLEN: BARCLAYS PLC: Form 8.5 (EPT/NON-RI) - GLENCORE INTL PLC

  GLEN: BARCLAYS PLC: Form 8.5 (EPT/NON-RI) - GLENCORE INTL PLC

UK Regulatory Announcement

LONDON

                            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 relevant
securities this form relates:                              GLENCORE INTL PLC

Use a separate form for each offeror/offeree
(c) Name of the party to the offer with which exempt       Advisor to Offeree
principal trader is connected:
(d) Date position held/dealing undertaken:                 12 November 2012
(e) Has the EPT previously disclosed, or is it today        YES: XSTRATA PLC
disclosing, under the Code in respect of any other party  
to this offer?                                              

2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER

(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                    ORD                                
security:
                               Interests                  Short Positions
                             Number             (%)     Number       (%)
             Relevant
(1)          securities
             owned
             and/or            4,108,026          0.06%   26,459,021   0.37%
             controlled:
                                                                  
(2)          Derivatives
             (other than
             options):         25,876,649         0.36%   1,911,009    0.03%
                                                                  
(3)          Options and
             agreements to
             purchase/sell:    2,363,800          0.03%   250,000      0.00%
                                                                  
(4)          TOTAL:
                               32,348,475         0.46%   28,620,030   0.40%
                                                                             
Class of                       Convertible Bond
relevant                      XS0475310396                          
security:
                               Interests                  Short Positions
                             Number             (%)     Number       (%)
             Relevant
(1)          securities
             owned
             and/or            2,300,000          0.10%   0            0.00%
             controlled:
                                                                  
(2)          Derivatives
             (other than
             options):         0                  0.00%   0            0.00%
                                                                  
(3)          Options and
             agreements to
             purchase/sell:    0                  0.00%   0            0.00%
                                                                  
(4)          TOTAL:
                               2,300,000          0.10%   0            0.00%

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, 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
executive options)

Class of relevant security in relation to which subscription right exists:  
Details, including nature of the rights concerned and relevant percentages: 

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.

3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER

(a) Purchases and sales

Class of relevant  Purchase/sale  Number of   Price per unit
security                           securities   
ORD                 Purchase        100          42.2500 HKD
ORD                 Purchase        300          42.2000 HKD
ORD                 Purchase        1,637        3.3669 GBP
ORD                 Purchase        2,373        3.3810 GBP
ORD                 Purchase        2,788        3.3792 GBP
ORD                 Purchase        4,398        3.3864 GBP
ORD                 Purchase        6,576        3.3833 GBP
ORD                 Purchase        7,309        3.3878 GBP
ORD                 Purchase        8,496        3.3722 GBP
ORD                 Purchase        10,901       3.3775 GBP
ORD                 Purchase        15,001       3.3779 GBP
ORD                 Purchase        17,860       3.3706 GBP
ORD                 Purchase        31,820       3.3709 GBP
ORD                 Purchase        34,530       3.3700 GBP
ORD                 Purchase        61,997       3.3740 GBP
ORD                 Purchase        75,371       3.3728 GBP
ORD                 Purchase        176,921      3.3680 GBP
ORD                 Purchase        208,828      3.3860 GBP
ORD                 Purchase        268,390      3.3692 GBP
ORD                 Sale            12           3.3675 GBP
ORD                 Sale            100          42.3000 HKD
ORD                 Sale            200          41.9500 HKD
ORD                 Sale            300          42.2000 HKD
ORD                 Sale            1,024        3.3901 GBP
ORD                 Sale            1,841        3.3626 GBP
ORD                 Sale            2,059        3.3868 GBP
ORD                 Sale            2,379        3.3553 GBP
ORD                 Sale            3,245        3.3814 GBP
ORD                 Sale            4,110        3.3753 GBP
ORD                 Sale            4,310        3.3794 GBP
ORD                 Sale            5,921        3.3883 GBP
ORD                 Sale            8,702        3.3744 GBP
ORD                 Sale            16,100       3.3769 GBP
ORD                 Sale            25,673       3.3799 GBP
ORD                 Sale            31,900       3.3737 GBP
ORD                 Sale            120,107      3.3801 GBP
ORD                 Sale            176,346      3.3637 GBP
ORD                 Sale            400,000      3.3709 GBP

(b) Derivatives transactions (other than options)

Class of  Product      Nature of dealing  Number of   Price per
relevant   description                       reference    unit
security                                   securities   
ORD        CFD           Long                300          42.0162 HKD
ORD        SWAP          Long                8,702        3.3744 GBP
ORD        CFD           Long                14,365       3.3807 GBP
ORD        CFD           Long                22,881       3.3706 GBP
ORD        CFD           Short               100          42.3008 HKD
ORD        CFD           Short               26,566       3.3710 GBP
ORD        CFD           Short               80,401       3.3688 GBP

(c) Options transactions in respect of existing securities

(i) Writing, selling, purchasing or varying

                         Writing,      Number of               Type                 Option
Class of   Product       purchasing,   securities   Exercise                        money
relevant  description  selling,     to which    price     e.g.       Expiry  paid/
security   e.g. call     varying       option       per unit   American,   date     received
           option        etc.          relates                 European             per unit
                                                               etc.

(ii) Exercising

                     Product
Class of relevant   description         Number of          Exercise price
security                                  securities          per unit
                     e.g. call option

(d) Other dealings (including subscribing for new securities)

                    Nature of dealing
Class of relevant                      Details  Price per unit (if
security            e.g. subscription,             applicable)
                    conversion

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

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.

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:

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

                                                      YES
Is a Supplemental Form 8 (Open Positions) attached? 
                                                      

Date of disclosure:  13 Nov 2012
Contact name:        Geoff Smith
Telephone number:    020 3555 4632

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

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

143221.01

                     SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

  DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO PURCHASE OR
                                  SELL ETC.

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

1. KEY INFORMATION

Identity of person whose open positions are      BARCLAYS CAPITAL SECURITIES
being disclosed:                                  LTD
Name of offeror/offeree in relation to whose      GLENCORE INTL PLC
relevant securities the disclosure relates:

2. OPTIONS AND DERIVATIVES

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        Call          Purchased     363,800      3.8500     European   13 Nov
           Options                                                        2012
ORD        Put Options   Purchased     1,000,000    3.2000     American   14 Nov
                                                                          2012
ORD        Put Options   Purchased     1,000,000    3.2000     European   13 Nov
                                                                          2012
ORD        Call          Written       -250,000     3.6000     American   14 Nov
           Options                                                        2012

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 contracts for differences (“CFDs”) or spread bets.

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

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

Contact:

BARCLAYS PLC