XTA: BARCLAYS PLC: Form 8.5 (EPT/NON-RI) - XSTRATA PLC

  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
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.

                     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
 
Press spacebar to pause and continue. Press esc to stop.