Form 8.5 (EPT/NON-RI) - ANHEUSER-BUSCH INBEV SA/NV

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

ANHEUSER-BUSCH INBEV SA/NV

  relevant securities this form relates:  
(c) Name of the party to the offer with which exempt ANHEUSER-BUSCH INBEV SA/NV
  principal trader is connected  
(d) Date position held/dealing undertaken: 09 November 2015
(e) In addition to the company in 1(b) above, is the exempt principal YES:
  trader making disclosures in respect of any other party to the offer? SABMILLER PLC

2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER

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.

(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: 3,937,936 0.24% 3,540,202 0.22%
           
(2) Cash-settled derivatives:
3,481,515 0.22% 383,189 0.02%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 475,659 0.03% 373,331 0.02%
           
(4)
TOTAL: 7,895,110 0.49% 4,296,722 0.27%

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), 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 employee options)

Class of relevant security in relation to which subscription right exists:  
Details, including nature of the rights concerned and relevant percentages:  

3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER

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.

The currency of all prices and other monetary amounts should be stated.

(a) Purchases and sales

Class of relevant   Purchase/sale   Total number of   Highest price per unit   Lowest price per unit
security   securities paid/received paid/received
ORD Purchase 144,029 112.0200 EUR 110.6525 EUR
ORD Purchase 144,029 117.9139 USD 117.7462 USD
ORD Sale 122,167 112.2500 EUR 110.675 EUR
ORD Sale 122,167 117.9139 USD 117.7462 USD

(b) Cash-settled derivative transactions

Class of   Product   Nature of dealing   Number of   Price per
relevant description reference unit
security     securities  
ORD SWAP Long 1 111.1300 EUR
ORD SWAP Long 12 111.1350 EUR
ORD SWAP Long 41 111.0487 EUR
ORD SWAP Long 71 111.0000 EUR
ORD SWAP Long 129 111.5038 EUR
ORD SWAP Long 592 111.4597 EUR
ORD SWAP Long 1,972 111.0679 EUR
ORD SWAP Long 2,028 111.1795 EUR
ORD CFD Long 2,848 111.5257 EUR
ORD SWAP Long 7,101 111.4291 EUR
ORD SWAP Long 7,413 111.5126 EUR
ORD SWAP Short 97 111.2000 EUR
ORD SWAP Short 160 111.1948 EUR
ORD SWAP Short 839 110.8563 EUR
ORD SWAP Short 1,735 110.8330 EUR
ORD CFD Short 1,791 110.9655 EUR
ORD SWAP Short 2,029 111.3518 EUR
ORD SWAP Short 3,613 110.9907 EUR
ORD CFD Short 15,912 111.1887 EUR

(c) Stock-settled derivative transactions (including options)

(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) Exercise

Class of relevant security   Product description

e.g. call option

  Exercising/ exercised against   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)

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:

Irrevocable commitments and letters of intent should not be included. 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”

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached?   YES
Date of disclosure: 10 Nov 2015
Contact name: Jay Supaya
Telephone number: 020 7773 0635

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 disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

143221.01

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) 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 ANHEUSER-BUSCH INBEV SA/NV
relevant securities this from relates:  

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

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 2,328 103.0000 European 20 Nov 2015
ORD Call Options Written -25,000 110.0000 American 18 Mar 2016
ORD Call Options Written -100,000 105.0000 American 18 Dec 2015
ORD Put Options Written 25,000 96.0000 American 18 Mar 2016
ORD Call Options Purchased 6,606 120.0000 European 18 Dec 2015
ORD Call Options Written -6,606 120.0000 European 18 Dec 2015
ORD Put Options Purchased -103,000 86.0900 American 18 Dec 2015
ORD Put Options Purchased -11,493 110.0000 European 18 Dec 2015
ORD Put Options Written 11,493 110.0000 European 18 Dec 2015
ORD Call Options Purchased 2,232 110.0000 European 18 Dec 2015
ORD Put Options Written 150,000 94.0000 American 18 Dec 2015
ORD Call Options Purchased 150,000 110.0000 American 18 Dec 2015
ORD Put Options Written 25,000 100.0000 American 18 Dec 2015
ORD Put Options Purchased -50,000 90.0000 American 18 Dec 2015
ORD Call Options Written -75,000 110.0000 American 18 Dec 2015
ORD Call Options Written -2,232 110.0000 European 18 Dec 2015
ORD Call Options Purchased 103,000 105.2200 American 18 Dec 2015

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 cash-settled derivatives.

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 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: 494327
Time of Receipt (offset from UTC): 20151110T110451+0000

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC