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:                 20 December 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       (%)
(1)          Relevant
             securities owned
             and/or             4,508,498          0.07%   37,657,873   0.53%
             controlled:
                                                                   
(2)          Derivatives
             (other than
             options):          37,133,471         0.52%   2,713,365    0.04%
                                                                   
(3)          Options and
             agreements to
             purchase/sell:     1,000,000          0.01%   250,000      0.00%
                                                                   
(4)          TOTAL:
                                42,641,969         0.60%   40,621,238   0.57%
                                                                   
Class of                        Convertible Bond
relevant                       XS0475310396                          
security:
                                Interests                  Short Positions
                              Number             (%)     Number       (%)
(1)          Relevant
             securities owned
             and/or             3,400,000          0.15%   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:
                                3,400,000          0.15%   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        200          44.0000 HKD
ORD                 Purchase        800          43.9000 HKD
ORD                 Purchase        1,258        3.4965 GBP
ORD                 Purchase        1,299        3.5200 GBP
ORD                 Purchase        1,631        3.5215 GBP
ORD                 Purchase        4,864        3.5313 GBP
ORD                 Purchase        6,984        3.5245 GBP
ORD                 Purchase        8,100        44.1000 HKD
ORD                 Purchase        10,800       3.4926 GBP
ORD                 Purchase        11,743       3.5109 GBP
ORD                 Purchase        14,500       3.5252 GBP
ORD                 Purchase        15,750       3.5076 GBP
ORD                 Purchase        16,234       3.5306 GBP
ORD                 Purchase        20,740       3.5096 GBP
ORD                 Purchase        37,730       3.4993 GBP
ORD                 Purchase        38,900       3.5215 GBP
ORD                 Purchase        39,894       3.5168 GBP
ORD                 Purchase        41,916       3.5335 GBP
ORD                 Purchase        42,665       3.5338 GBP
ORD                 Purchase        53,658       3.5171 GBP
ORD                 Purchase        58,500       44.0500 HKD
ORD                 Purchase        71,585       3.5042 GBP
ORD                 Purchase        73,945       3.5142 GBP
ORD                 Purchase        215,329      3.5146 GBP
ORD                 Purchase        238,619      3.5122 GBP
ORD                 Purchase        436,507      3.5108 GBP
ORD                 Sale            500          44.2000 HKD
ORD                 Sale            1,000        3.4925 GBP
ORD                 Sale            1,300        44.1500 HKD
ORD                 Sale            3,262        3.5215 GBP
ORD                 Sale            3,854        3.5049 GBP
ORD                 Sale            5,199        3.5305 GBP
ORD                 Sale            6,984        3.5246 GBP
ORD                 Sale            9,268        3.5010 GBP
ORD                 Sale            10,300       44.0883 HKD
ORD                 Sale            13,234       3.5084 GBP
ORD                 Sale            16,993       3.4954 GBP
ORD                 Sale            18,648       3.5291 GBP
ORD                 Sale            23,550       3.5171 GBP
ORD                 Sale            23,679       3.5088 GBP
ORD                 Sale            25,020       3.4984 GBP
ORD                 Sale            25,300       44.1000 HKD
ORD                 Sale            26,905       3.5144 GBP
ORD                 Sale            29,400       44.0000 HKD
ORD                 Sale            32,071       3.4965 GBP
ORD                 Sale            40,165       3.5311 GBP
ORD                 Sale            44,275       3.5327 GBP
ORD                 Sale            88,491       3.5174 GBP
ORD                 Sale            115,864      3.4965 GBP
ORD                 Sale            132,196      3.5150 GBP
ORD                 Sale            159,227      3.5204 GBP
ORD                 Sale            183,000      3.5276 GBP
ORD                 Sale            500,000      3.5200 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                5,000        3.5196 GBP
ORD        CFD           Long                10,973       3.5208 GBP
ORD        SWAP          Long                13,200       3.5068 GBP
ORD        SWAP          Long                14,800       3.4998 GBP
ORD        SWAP          Long                36,913       3.5086 GBP
ORD        CFD           Long                40,165       3.5311 GBP
ORD        CFD           Long                92,497       3.5159 GBP
ORD        CFD           Long                183,000      3.5276 GBP
ORD        CFD           Short               800          43.9566 HKD
ORD        SWAP          Short               18,891       3.5198 GBP
ORD        CFD           Short               31,666       3.5096 GBP
ORD        CFD           Short               46,231       3.5254 GBP
ORD        SWAP          Short               53,400       3.5225 GBP
ORD        CFD           Short               89,278       3.5187 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:  24 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.

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        Put Options   Purchased     1,000,000    3.2000     American   22 Dec
                                                                          2012
ORD        Call          Written       -250,000     3.6000     American   22 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