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 relevant securities this form relates:

Use a separate form for each offeror/offeree

 

ANHEUSER-BUSCH INBEV SA/NV

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

ANHEUSER-BUSCH INBEV SA/NV

(d) Date position held/dealing undertaken:

For an opening position disclosure, state the latest practicable date prior to the disclosure

 

24 May 2016

(e) In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to the offer?

If it is a cash offer or possible cash offer, state “N/A”

 

YES 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: 8,322,110 0.52% 9,274,112 0.58%
           
(2) Cash-settled derivatives:
5,130,387 0.32% 4,557,288 0.28%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 25,000 0.00% 25,000 0.00%
           
(4)
TOTAL: 13,477,497 0.84% 13,856,400 0.86%

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

(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 348,984 112.4000 EUR 108.75 EUR
ORD Purchase 348,595 124.7331 USD 124.6016 USD
ORD Purchase 348,595 1,957.8297 ZAR 1,957.8297 ZAR
ORD Sale 315,268 112.4000 EUR 108.75 EUR
ORD Sale 315,268 124.7331 USD 124.6016 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 200 112.3500 EUR
ORD SWAP Long 885 110.2577 EUR
ORD CFD Long 862 1,932.5028 ZAR
ORD SWAP Long 1,772 110.5958 EUR
ORD SWAP Long 1,866 112.2650 EUR
ORD SWAP Long 2,072 112.2646 EUR
ORD SWAP Long 5,104 109.7777 EUR
ORD CFD Long 5,870 111.0146 EUR
ORD CFD Long 23,538 1,948.6100 ZAR
ORD SWAP Short 100 109.3500 EUR
ORD SWAP Short 534 110.8467 EUR
ORD CFD Short 550 111.7020 EUR
ORD SWAP Short 600 111.0360 EUR
ORD SWAP Short 652 108.8733 EUR
ORD SWAP Short 707 110.6525 EUR
ORD SWAP Short 1,651 109.1614 EUR
ORD CFD Short 5,320 111.6500 EUR
ORD CFD Short 10,948 1,932.0765 ZAR
ORD SWAP Short 36,307 110.8373 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”

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:  

25 May 2016

Contact name:

Pinar Coktas

Telephone number:

020 7116 1165

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

Full name of person making disclosure:  

BARCLAYS CAPITAL SECURITIES LTD

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

ANHEUSER-BUSCH INBEV SA/NV

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 Written 25,000 100.0000 American 16 Jun 2017
ORD Put Options Purchased -25,000 100.0000 American 17 Jun 2016

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: 528129
Time of Receipt (offset from UTC): 20160525T113028+0100

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC