Form 8.5 (EPT/NON-RI) - XSTRATA PLC - AMENDMENT

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

XSTRATA PLC

  relevant securities this form relates:  
(c) Name of the party to the offer with which exempt Advisor to Offeree
  principal trader is connected  
(d) Date position held/dealing undertaken: 19 December 2012
(e) Has the EPT previously disclosed, or is it YES:
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 security:       ORD            
Interests   Short Positions  
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 15,973,381 0.53% 913,930 0.03%
           
(2) Derivatives (other than
options): 468,828 0.02% 36,530,907 1.22%
           
(3) Options and agreements to
purchase/sell: 25,745,546 0.86% 3,350,416 0.11%
           
(4) TOTAL:
42,187,755 1.40% 40,795,253 1.36%

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 324 10.4950 GBP
ORD Purchase 583 10.4850 GBP
ORD Purchase 3,371 10.4954 GBP
ORD Purchase 3,700 10.5209 GBP
ORD Purchase 5,123 10.5000 GBP
ORD Purchase 6,510 10.4897 GBP
ORD Purchase 10,665 10.5258 GBP
ORD Purchase 26,381 10.4983 GBP
ORD Purchase 35,697 10.5343 GBP
ORD Purchase 40,346 10.5495 GBP
ORD Purchase 89,533 10.5369 GBP
ORD Purchase 98,079 10.5371 GBP
ORD Purchase 102,816 10.5657 GBP
ORD Purchase 104,229 10.5173 GBP
ORD Purchase 500,000 10.5157 GBP
ORD Purchase 1,200,000 10.5518 GBP
ORD Sale 339 10.5650 GBP
ORD Sale 541 10.5463 GBP
ORD Sale 1,250 15.6000 CHF
ORD Sale 1,413 10.4838 GBP
ORD Sale 1,480 10.5450 GBP
ORD Sale 1,544 10.5137 GBP
ORD Sale 2,800 10.4981 GBP
ORD Sale 3,368 10.5317 GBP
ORD Sale 4,372 10.5162 GBP
ORD Sale 8,462 10.5327 GBP
ORD Sale 10,400 10.5226 GBP
ORD Sale 11,537 10.5052 GBP
ORD Sale 12,352 10.5434 GBP
ORD Sale 20,000 10.4925 GBP
ORD Sale 27,469 10.5000 GBP
ORD Sale 101,336 10.5531 GBP
ORD Sale 121,815 10.5200 GBP

(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 200 10.4985 GBP
ORD CFD Long 1,250 15.5976 CHF
ORD CFD Long 2,371 10.4885 GBP
ORD SWAP Long 2,800 10.4982 GBP
ORD CFD Long 8,780 10.5058 GBP
ORD CFD Short 2,391 10.4730 GBP
ORD SWAP Short 3,700 10.5208 GBP
ORD CFD Short 3,999 10.4964 GBP
ORD CFD Short 4,243 10.4971 GBP
ORD SWAP Short 102,816 10.5657 GBP
ORD SWAP Short 500,000 10.5157 GBP
ORD SWAP Short 1,200,000 10.5518 GBP

(c) Options transactions in respect of existing securities

(i) Writing, selling, purchasing or varying

Class of relevant security   Product description e.g. call option   Writing, purchasing, selling, varying etc.   Number of securities to which option relates   Exercise price per unit   Type

e.g. American, European etc.

  Expiry date   Option money paid/ received per unit

(ii) Exercising

Class of relevant security   Product description

e.g. call option

  Number of securities   Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security   Nature of dealing

e.g. subscription, conversion

  Details   Price per unit (if applicable)

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:  

21 Dec 2012

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 the person whose positions/dealings   BARCLAYS CAPITAL SECURITIES 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 Put Options Purchased 2,570,863 7.9303 European 18 Jun 2013
ORD Put Options Purchased 500,000 8.0000 American 21 Dec 2012
ORD Put Options Purchased 250,000 9.6000 American 21 Dec 2012
ORD Put Options Written -250,000 7.2000 American 21 Dec 2012
ORD Put Options Written -500,000 8.0000 American 21 Dec 2012
ORD Put Options Written -600,000 8.2000 American 21 Dec 2012
ORD Put Options Written -375,000 9.2000 American 21 Dec 2012
ORD Call Options Purchased 500,000 11.0000 American 21 Dec 2012
ORD Call Options Written -1,000,000 12.0000 American 21 Dec 2012
ORD Call Options Written -625,416 12.0000 European 27 Feb 2013
ORD Equity Forward Purchased 21,924,683 20.5248   17 Jun 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.

Short Name: BARCLAYS PLC
Category Code: FEO
Sequence Number: 356952
Time of Receipt (offset from UTC): 20121221T105512+0000

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