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

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

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 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     Advisor to Offeree
exempt principal trader is connected:
(d) Date position held/dealing undertaken:        4 February 2013
(e) Has the EPT previously disclosed, or is it     YES:GLENCORE INTL PLC
today 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 controlled:   12,693,924   0.42%   1,100,212    0.04%
                                                                   
(2)              Derivatives (other
                 than
                 options):            798,105      0.03%   32,693,118   1.09%
                                                                   
(3)              Options and
                 agreements to
                 purchase/sell:       22,260,583   0.74%   1,475,416    0.05%
                                                                   
(4)              TOTAL:
                                      35,752,612   1.19%   35,268,746   1.17%

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        803          11.7977 GBP
ORD                 Purchase        228          11.8640 GBP
ORD                 Purchase        1,110        11.8133 GBP
ORD                 Purchase        1,741        11.7943 GBP
ORD                 Purchase        1,850        11.8239 GBP
ORD                 Purchase        1,864        11.8103 GBP
ORD                 Purchase        4,400        11.6350 GBP
ORD                 Purchase        4,899        11.6414 GBP
ORD                 Purchase        11,504       11.7609 GBP
ORD                 Purchase        14,192       11.7416 GBP
ORD                 Purchase        26,247       11.7452 GBP
ORD                 Purchase        32,726       11.7398 GBP
ORD                 Purchase        34,836       11.6016 GBP
ORD                 Purchase        49,563       11.7315 GBP
ORD                 Sale            191          11.8640 GBP
ORD                 Sale            979          11.6545 GBP
ORD                 Sale            1,151        11.7937 GBP
ORD                 Sale            2,000        11.8325 GBP
ORD                 Sale            2,304        11.7982 GBP
ORD                 Sale            6,099        11.7405 GBP
ORD                 Sale            14,386       11.6750 GBP
ORD                 Sale            14,575       11.7260 GBP
ORD                 Sale            47,977       11.6350 GBP
ORD                 Sale            75,699       11.6579 GBP
ORD                 Sale            152,599      11.7192 GBP
ORD                 Sale            191,996      11.7095 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                119          11.6140 GBP
ORD        CFD           Long                860          11.6582 GBP
ORD        CFD           Short               399          11.6508 GBP
ORD        CFD           Short               4,548        11.6426 GBP
ORD        CFD           Short               5,941        11.7477 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:  6 Feb 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.

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      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   Written       -250,000     7.2000     American   6 Feb
                                                                          2013
ORD        Put Options   Written       -600,000     8.2000     American   6 Feb
                                                                          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.