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 XSTRATA 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: 14 January 2013 (e) Has the EPT previously disclosed, or is YES: it today 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 controlled: 12,528,390 0.42% 1,382,964 0.05% (2) Derivatives (other than options): 874,835 0.03% 33,044,046 1.10% (3) Options and agreements to purchase/sell: 22,260,583 0.74% 1,475,416 0.05% (4) TOTAL: 35,663,808 1.19% 35,902,426 1.20% 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 11.7595 GBP ORD Purchase 506 11.7200 GBP ORD Purchase 1,208 11.7583 GBP ORD Purchase 1,800 11.7593 GBP ORD Purchase 2,258 11.7549 GBP ORD Purchase 3,408 11.7362 GBP ORD Purchase 3,415 11.7481 GBP ORD Purchase 8,866 11.7450 GBP ORD Purchase 20,000 11.7700 GBP ORD Purchase 20,281 11.7431 GBP ORD Purchase 48,981 11.7451 GBP ORD Purchase 63,984 11.7550 GBP ORD Purchase 84,881 11.7500 GBP ORD Sale 93 11.7195 GBP ORD Sale 355 11.7450 GBP ORD Sale 1,000 11.7150 GBP ORD Sale 1,151 11.7531 GBP ORD Sale 4,372 11.7315 GBP ORD Sale 4,717 11.7431 GBP ORD Sale 4,820 11.7305 GBP ORD Sale 5,043 11.7500 GBP ORD Sale 5,900 11.7353 GBP ORD Sale 7,547 11.7322 GBP ORD Sale 12,395 11.7294 GBP ORD Sale 13,824 11.7310 GBP ORD Sale 23,345 11.7356 GBP ORD Sale 28,504 11.7466 GBP ORD Sale 38,388 11.7248 GBP ORD Sale 40,808 11.7409 GBP ORD Sale 43,118 11.7222 GBP ORD Sale 47,733 11.7476 GBP ORD Sale 53,488 11.7368 GBP ORD Sale 530,000 11.7262 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 1,160 11.7552 GBP ORD SWAP Long 5,900 11.7353 GBP ORD CFD Long 6,780 11.7485 GBP ORD SWAP Short 11 11.7390 GBP ORD SWAP Short 1,800 11.7592 GBP (c) Options transactions in respect of existing securities (i) Writing, selling, purchasing or varying Class Product Writing, Number Exercise Type Expiry Option of description purchasing, of price date money relevant selling, securities per unit paid/ security varying etc to which received option per unit relates ORD Put Options Purchasing 500,000 8 GBP American 21 Jun 0.0600 2013 GBP (ii) Exercising Class of relevant Product description Number of Exercise price per security securities unit ORD Put Options 2,570,863 7.9303 GBP (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: 15 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 firstname.lastname@example.org. 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 XSTRATA 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 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 Written -250,000 7.2000 American 16 Jan 2013 ORD Put Options Written -600,000 8.2000 American 16 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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