XTA: BARCLAYS PLC: Form 8.5 (EPT/NON-RI) - XSTRATA 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: XSTRATA 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: 10 Jan 2013 (e) Has the EPT previously disclosed, or is it today YES: disclosing, under the Code in respect of any other party to this offer? GLENCORE INTL 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 16,259,798 0.54% 1,226,734 0.04% controlled: (2) Derivatives (other than options): 771,935 0.03% 36,749,894 1.22% (3) Options and agreements to purchase/sell: 24,831,446 0.83% 1,975,416 0.07% (4) TOTAL: 41,863,179 1.39% 39,952,044 1.33% 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 553 11.6100 GBP ORD Purchase 1,000 11.6950 GBP ORD Purchase 1,010 11.6094 GBP ORD Purchase 1,312 11.5238 GBP ORD Purchase 1,973 11.5262 GBP ORD Purchase 2,100 11.6781 GBP ORD Purchase 3,481 11.5303 GBP ORD Purchase 4,168 11.6615 GBP ORD Purchase 6,304 11.6649 GBP ORD Purchase 8,246 11.6537 GBP ORD Purchase 9,707 11.5246 GBP ORD Purchase 34,476 11.6648 GBP ORD Purchase 54,000 11.6257 GBP ORD Purchase 253,910 11.6200 GBP ORD Sale 291 11.6450 GBP ORD Sale 410 11.6073 GBP ORD Sale 460 11.6600 GBP ORD Sale 600 11.6117 GBP ORD Sale 838 11.6367 GBP ORD Sale 1,330 11.6200 GBP ORD Sale 1,553 11.6647 GBP ORD Sale 1,674 11.6470 GBP ORD Sale 2,176 11.6288 GBP ORD Sale 4,561 11.6640 GBP ORD Sale 5,808 11.6343 GBP ORD Sale 6,186 11.6287 GBP ORD Sale 6,214 11.6616 GBP ORD Sale 6,664 11.6689 GBP ORD Sale 9,707 11.5246 GBP ORD Sale 24,537 11.6621 GBP ORD Sale 29,656 11.6741 GBP ORD Sale 31,992 11.6800 GBP ORD Sale 40,188 11.6421 GBP ORD Sale 127,968 11.6900 GBP ORD Sale 300,000 11.6355 GBP (b) Derivatives transactions (other than options) Class of Product Nature of Number of Price per dealing relevant description reference unit security securities ORD SWAP Long 2,611 11.6455 GBP ORD CFD Long 4,960 11.6090 GBP ORD SWAP Long 6,214 11.6616 GBP ORD SWAP Long 29,656 11.6740 GBP ORD CFD Long 20,520 11.6732 GBP ORD SWAP Short 2,100 11.6781 GBP ORD CFD Short 5,575 11.5265 GBP ORD CFD Short 54,000 11.6257 GBP ORD CFD Short 242,729 11.6200 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: 11 Jan 2013 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 email@example.com. 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. 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 XSTRATA 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 168,000 11.0346 European 16 May Options 2013 ORD Call Purchased 167,900 11.1902 European 13 Mar Options 2013 ORD Put Options Purchased 2,570,863 7.9303 European 18 Jun 2013 ORD Put Options Written -250,000 7.2000 American 12 Jan 2013 ORD Put Options Written -500,000 8.0000 American 12 Jan 2013 ORD Put Options Written -600,000 8.2000 American 12 Jan 2013 ORD Call Written -625,416 12.0000 European 27 Feb Options 2013 ORD Equity Purchased 21,924,683 20.5248 17 Jun Forward 2013 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
XTA: BARCLAYS PLC: Form 8.5 (EPT/NON-RI) - XSTRATA PLC
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