Form 8.5 (EPT/RI) Glencore International Plc

LONDON--()--

FORM 8.5 (EPT/RI)

PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY

Rule 8.5 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a) Name of exempt principal trader:   J.P. Morgan Securities plc
(b) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

  Glencore International Plc
(c) Name of the party to the offer with which exempt principal trader is connected:   Xstrata Plc
(d) Date dealing undertaken:   21 December 2012
(e) Has the EPT previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?   Yes

2. DEALINGS BY THE EXEMPT PRINCIPAL TRADER

(a) Purchases and sales

Class of relevant security   Purchases/ sales   Total number of securities   Highest price per unit paid/received   Lowest price per unit paid/received
Ordinary Shares   Purchases

 

Sales

  2,989,076

 

1,695,603

  3.5170 GBP

 

3.5195 GBP

  3.4315 GBP

 

3.4405 GBP

(b) Derivatives transactions (other than options)

Class of relevant security   Product description

e.g. CFD

  Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

  Number of reference securities   Price per unit
Ordinary Shares   Equity Swap   Long

 

Short

  915,000

 

500,000

  3.5017 GBP

 

3.4970 GBP

* these certificates are subject to a strike price of 3.4965 GBP and a kick-in event if the share price falls to 2.7972 GBP. If the kick-in event does not occur the buyer receives 1,000 CHF or EUR respectively at maturity; if the kick-in event does occur the buyer is exposed to the fall in the share price.

(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

(GBP)

(ii) Exercising

Class of relevant security   Product description

e.g. call option

  Number of securities   Exercise price per unit
Ordinary Shares   Assignment of a Call Option   1,500,000   3.40

GBP

(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 2(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

3. 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”

(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”

Date of disclosure:   21 December 2012
Contact name:   Andrew Mhango
Telephone number:   0207 134 6114

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.

Short Name: J.P. MORGAN SEC.PLC
Category Code: FER
Sequence Number: 357197
Time of Receipt (offset from UTC): 20121224T124338+0000

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J.P. Morgan Securities plc.

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Contacts

J.P. Morgan Securities plc.