Form 8.5 (EPT/NON-RI) XSTRATA PLC

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:

Use a separate form for each offeror/offeree

 

XSTRATA PLC

(c) Name of the party to the offer with which exempt principal trader is connected:  

Advisor to Offeree

(d) Date position held/dealing undertaken:  

6 February 2013

(e) Has the EPT previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?  

YES:

 

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: 12,517,643 0.42% 1,078,278 0.04%
           
(2) Derivatives (other than
options): 670,034 0.02% 32,476,857 1.08%
           
(3) Options and agreements to
purchase/sell: 22,260,583 0.74% 1,475,416 0.05%
           
(4) TOTAL:
35,448,260 1.18% 35,030,551 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 670 11.5850 GBP
ORD Purchase 885 11.5658 GBP
ORD Purchase 1,173 11.6300 GBP
ORD Purchase 2,487 11.5855 GBP
ORD Purchase 5,803 11.6750 GBP
ORD Purchase 8,015 11.6241 GBP
ORD Purchase 13,726 11.6244 GBP
ORD Purchase 19,064 11.5000 GBP
ORD Purchase 25,242 11.6266 GBP
ORD Purchase 69,969 11.6307 GBP
ORD Sale 52 11.5900 GBP
ORD Sale 200 11.5550 GBP
ORD Sale 1,130 11.6271 GBP
ORD Sale 1,228 11.6150 GBP
ORD Sale 1,272 11.6218 GBP
ORD Sale 1,435 11.5822 GBP
ORD Sale 1,825 11.5719 GBP
ORD Sale 2,000 11.6100 GBP
ORD Sale 2,951 11.6431 GBP
ORD Sale 6,424 11.5655 GBP
ORD Sale 20,431 11.6750 GBP
ORD Sale 25,021 11.6185 GBP
ORD Sale 26,935 11.5415 GBP
ORD Sale 28,420 11.6199 GBP
ORD Sale 57,942 11.6194 GBP
ORD Sale 61,452 11.6038 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 13 11.5461 GBP
ORD CFD Long 1,266 11.5465 GBP
ORD CFD Long 2,040 11.6587 GBP
ORD SWAP Long 3,355 11.6406 GBP
ORD CFD Long 4,541 11.6168 GBP
ORD CFD Long 7,869 11.5464 GBP
ORD SWAP Short 9,655 11.6244 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?   NO
Date of disclosure:    
Contact name:   Geoff Smith
Telephone number:   020 3555 4632

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:  

BARCLAYS CAPITAL SECURITIES LTD

Name of offeror/offeree in relation to whose relevant securities the disclosure relates:

XSTRATA PLC

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 Options Purchased 168,000 11.0346 European 16 May 2013
ORD Call Options Purchased 167,900 11.1902 European 13 Mar 2013
ORD Put Options Written -250,000 7.2000 American 8 Feb 2013
ORD Put Options Written -600,000 8.2000 American 8 Feb 2013
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.

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: BARCLAYS PLC
Category Code: FEO
Sequence Number: 362520
Time of Receipt (offset from UTC): 20130207T112509+0000

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