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) AMENDMENT

         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      GLENCORE INTL PLC
      whose
     relevant securities this form relates:      
(c)   Name of the party to the offer with which   Advisor to Offeree
      exempt
     principal trader is connected               
(d)   Date position held/dealing undertaken:      3 December 2012
(e)   Has the EPT previously disclosed, or is     YES:
      it
      today disclosing, under the Code in
      respect
     of any other party to this offer?           XSTRATA PLC

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       (%)
(1)          Relevant
             securities owned
             and/or             3,258,725          0.04%   34,854,735   0.49%
             controlled:
                                                                   
(2)          Derivatives
             (other than
             options):          34,477,100         0.49%   2,912,847    0.04%
                                                                   
(3)          Options and
             agreements to
             purchase/sell:     1,000,000          0.01%   250,000      0.00%
                                                                   
(4)          TOTAL:
                                38,735,825         0.54%   38,017,582   0.54%
                                                                   
Class of                        Convertible Bond
relevant                       XS0475310396                          
security:
                                Interests                  Short Positions
                              Number             (%)     Number       (%)
(1)          Relevant
             securities owned
             and/or             1,400,000          0.06%   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:
                                1,400,000          0.06%   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          42.9000 HKD
ORD                 Purchase        666          3.4745 GBP
ORD                 Purchase        1,000        3.4737 GBP
ORD                 Purchase        1,138        3.4709 GBP
ORD                 Purchase        1,200        3.4300 GBP
ORD                 Purchase        3,865        3.4729 GBP
ORD                 Purchase        6,547        3.4788 GBP
ORD                 Purchase        7,754        3.4580 GBP
ORD                 Purchase        8,481        3.4588 GBP
ORD                 Purchase        8,482        3.4344 GBP
ORD                 Purchase        8,697        3.4622 GBP
ORD                 Purchase        9,626        3.4512 GBP
ORD                 Purchase        11,096       3.4443 GBP
ORD                 Purchase        29,477       3.4479 GBP
ORD                 Purchase        30,048       3.4513 GBP
ORD                 Purchase        76,327       3.4471 GBP
ORD                 Purchase        81,002       3.4523 GBP
ORD                 Purchase        194,243      3.4558 GBP
ORD                 Purchase        212,244      3.4609 GBP
ORD                 Sale            100          42.9000 HKD
ORD                 Sale            200          42.8500 HKD
ORD                 Sale            300          42.8000 HKD
ORD                 Sale            1,437        3.4773 GBP
ORD                 Sale            1,820        3.4616 GBP
ORD                 Sale            2,134        3.4634 GBP
ORD                 Sale            3,800        3.4535 GBP
ORD                 Sale            3,945        3.4673 GBP
ORD                 Sale            6,500        3.4620 GBP
ORD                 Sale            6,682        3.4360 GBP
ORD                 Sale            8,344        3.4647 GBP
ORD                 Sale            9,639        3.4575 GBP
ORD                 Sale            11,925       3.4600 GBP
ORD                 Sale            17,643       3.4572 GBP
ORD                 Sale            23,523       3.4528 GBP
ORD                 Sale            53,212       3.4333 GBP
ORD                 Sale            62,932       3.4614 GBP
ORD                 Sale            84,301       3.4505 GBP
ORD                 Sale            195,546      3.4466 GBP
ORD                 Sale            212,244      3.4609 GBP
ORD                 Sale            444,499      3.4345 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                200          42.7936 HKD
ORD        CFD           Long                300          42.7481 HKD
ORD        CFD           Long                1,130        3.4589 GBP
ORD        SWAP          Long                4,800        3.4661 GBP
ORD        SWAP          Long                14,844       3.4635 GBP
ORD        CFD           Long                58,662       3.4585 GBP
ORD        CFD           Long                146,824      3.4423 GBP
ORD        CFD           Short               362          3.4522 GBP
ORD        SWAP          Short               2,300        3.4343 GBP
ORD        SWAP          Short               8,481        3.4588 GBP
ORD        SWAP          Short               9,682        3.4339 GBP
ORD        CFD           Short               12,038       3.4735 GBP
ORD        CFD           Short               76,327       3.4471 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

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

Date of disclosure:  5 Dec 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.

                     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 the person whose                    BARCLAYS CAPITAL SECURITIES
positions/dealings                               LTD
are being disclosed:                             
Name of offeror/offeree in relation to whose     GLENCORE INTL PLC
relevant securities this from 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        Put Options   Purchased     1,000,000    3.2000     American   5 Dec
                                                                          2012
ORD        Call          Written       -250,000     3.6000     American   5 Dec
           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