KAZ: VTB Capital Plc: Form 8 (DD) - Kazakhmys PLC UK Regulatory Announcement LONDON FORM 8 (DD) PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS) Rules 8.1, 8.2 and 8.4 of the Takeover Code (the “Code”) 1. KEY INFORMATION (a) Identity of the party to the offer or person acting in concert making the VTB Capital PLC* disclosure: (b) Owner or controller of interests and short positions disclosed, if different from 1(a): N/A The naming of nominee or vehicle companies is insufficient (c) Name of offeror/offeree in relation to whose relevant securities this form relates: Kazakhmys plc Use a separate form for each offeror/offeree (d) Status of person making the disclosure: Connected Advisor to Mr. Alexander Machkevitch, Mr. Alijan Ibragimov, e.g. offeror, offeree, person acting in Mr. Patokh Chodiev and the Kazakh concert with the offeror/offeree (specify Government name of offeror/offeree) (e) Date dealing undertaken: 20^th May 2013 (f) Has the party previously disclosed, or is it today disclosing, under the Code NO in respect of any other party to this offer? 2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE (a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing Class of relevant security: 20p Ordinary Interests Short positions Number % Number % (1) Relevant securities owned and/or 363,000 0.07 controlled: (2) Derivatives (other than options): (3) Options and agreements to 1,000,000 0.19 purchase/sell: TOTAL: 1,000,000 0.19 363,000 0.07 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). Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL). (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(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security. 3. DEALINGS BY THE PERSON MAKING THE DISCLOSURE (a) Purchases and sales Class of relevant Purchase/sale Number of securities Price per unit security 20p Ordinary Purchase 2484 3.35 GBP 20p Ordinary Purchase 5000 3.342 GBP 20p Ordinary Sold 1219 3.381 GBP 20p Ordinary Sold 500 338.3 GBP 20p Ordinary Sold 1322 338.4 GBP 20p Ordinary Sold 1886 338.5 GBP 20p Ordinary Sold 2557 338.7 GBP 20p Ordinary Sold 3530 343 GBP 20p Ordinary Sold 1470 343.1 GBP 20p Ordinary Sold 758 343.4 GBP 20p Ordinary Sold 1300 343.5 GBP 20p Ordinary Sold 7942 343.6 GBP 20p Ordinary Sold 1415 348.3 GBP 20p Ordinary Sold 1650 348.4 GBP 20p Ordinary Sold 400 348.5 GBP 20p Ordinary Sold 1535 348.8 GBP (b) Derivatives transactions (other than options) Nature of dealing Class of Product Number of Price relevant description e.g. opening/closing a reference per security long/short position, securities unit e.g. CFD increasing/reducing a long/short position (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 Class of relevant Product 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(c), 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 party to the offer or person acting in concert making the disclosure and any other person: 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 party to the offer or person acting in concert 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 Are any Supplemental Forms attached? Supplemental Form 8 (Open Positions) YES Supplemental Form 8 (SBL) YES Date of disclosure: 21^st May 2013 Contact name: Jon Dyos Telephone number: 0203 334 8681 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. The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk. *This report is being made “on behalf of VTB Capital plc, JSC VTB Bank and affiliated entities 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 being disclosed: VTB Capital plc Name of offeror/offeree in relation to whose relevant Kazakhmys plc securities the disclosure relates: 2. OPTIONS AND DERIVATIVES Number of Type Class of Product securities to Exercise relevant description Written or which option or price per e.g. Expiry security e.g. call purchased derivative unit American, date option relates European etc. 20p Put option Sold 1,000,000 3.4 GBP American Dec 13 Ordinary 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. SUPPLEMENTAL FORM 8 (SBL) DETAILS OF SECURITIES BORROWING AND LENDING AND FINANCIAL COLLATERAL ARRANGEMENTS BY PARTIES TO AN OFFER AND PERSONS ACTING IN CONCERT Note 5(l) on Rule 8 of the Takeover Code (the “Code”) 1. KEY INFORMATION Identity of person whose positions/transactions are being VTB Capital plc disclosed: Name of offeror/offeree in relation to whose relevant Kazakhmys plc securities this form relates: 2. SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL POSITIONS Class of relevant security: 20p Number % Securities borrowed: 408,000 0.078 Securities lent (including securities subject to a security financial collateral arrangement with right of use or a title transfer collateral arrangement): Details of borrowed relevant securities which have been either on-lent or sold do not need to be disclosed. 3. SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL TRANSACTIONS Nature of transaction Class of relevant e.g. securities lending/borrowing, Number of security delivery/receipt of recalled securities, securities entering into financial collateral arrangement with right of use, entering into title transfer collateral arrangement etc. 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: VTB Capital Plc
KAZ: VTB Capital Plc: Form 8 (DD) - Kazakhmys PLC
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