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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:             2 May 2013
(e) Has the EPT previously disclosed, or is it today    YES: GLENCORE INTL 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 controlled:   218,473      0.01%   0            0.00%
                                                                   
(2)              Derivatives (other
                 than
                 options):            539,878      0.02%   27,533,369   0.91%
                                                                   
(3)              Options and
                 agreements to
                 purchase/sell:       21,924,683   0.72%   0            0.00%
                                                                   
(4)              TOTAL:
                                      22,683,034   0.75%   27,533,369   0.91%

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        1,513,382    TRANSFER
ORD                 Sale            12,331,575   TRANSFER

(b) Derivatives transactions (other than options)

Class of  Product      Nature of dealing  Number of   Price per
relevant   description                       reference    unit
security                                   securities   
ORD        SWAP          Long                2,817,437    TRANSFER
ORD        SWAP          Short               96,657       TRANSFER

(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    250,000      7.2 GBP    American   20 Dec   1.0200
                                                                          2013     GBP
ORD        Put Options   Purchasing    600,000      8.2 GBP    American   20 Jun   1.6500
                                                                          2014     GBP

(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?  NO

Date of disclosure:  3 May 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.

Contact:

BARCLAYS PLC
 
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