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

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: 02 December 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: 7,673,770 0.48% 6,813,107 0.42%
           
(2) Cash-settled derivatives:
838,040 0.05% 129,554 0.01%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 370,331 0.02% 273,331 0.02%
           
 
TOTAL: 8,882,141 0.55% 7,215,992 0.45%

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 63,986 122.1227 EUR 120.75 EUR
ORD Purchase 63,986 128.3765 USD 127.8699 USD
ORD Sale 58,359 122.1972 EUR 120.75 EUR
ORD Sale 58,359 128.3765 USD 127.8699 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 3 121.7833 EUR
ORD CFD Long 6 120.7416 EUR
ORD SWAP Long 14 121.7828 EUR
ORD SWAP Long 27 121.7829 EUR
ORD SWAP Long 42 121.8609 EUR
ORD SWAP Long 61 121.7878 EUR
ORD SWAP Long 360 121.6057 EUR
ORD SWAP Long 950 121.8119 EUR
ORD SWAP Long 1,051 121.6708 EUR
ORD SWAP Long 3,400 121.2071 EUR
ORD SWAP Long 11,144 121.7237 EUR
ORD SWAP Short 10 121.4580 EUR
ORD CFD Short 300 121.6170 EUR
ORD SWAP Short 345 121.3773 EUR
ORD SWAP Short 538 121.3894 EUR
ORD CFD Short 819 120.7286 EUR
ORD SWAP Short 909 121.3710 EUR
ORD SWAP Short 1,009 121.5311 EUR
ORD SWAP Short 2,688 121.6293 EUR
ORD SWAP Short 4,246 121.5745 EUR
ORD SWAP Short 4,886 121.5161 EUR
ORD SWAP Short 11,170 121.4500 EUR
ORD SWAP Short 11,578 121.4893 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: 3 Dec 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.

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
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 Written -25,000 110.0000 American 18 Mar 2016
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

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: 498592
Time of Receipt (offset from UTC): 20151203T110138+0000

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC