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

LONDON--()--

FORM 8.5 (EPT/NON-RI) Amendment to s2(a) and 3(a)

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

 

21 July 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: 9,579,627 0.59% 9,735,601 0.61%
           
(2) Cash-settled derivatives:
5,526,227 0.34% 4,712,249 0.29%
           
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 25,000 0.00% 0 0.00%
           
(4)
TOTAL: 15,130,854 0.94% 14,447,850 0.90%

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 404,350 113.9022 EUR 112.748 EUR
ORD Purchase 393,410 125.0743 USD 124.5781 USD
ORD Purchase 393,410 1,781.1465 ZAR 1,781.1465 ZAR
ORD Sale 361,117 114.1500 EUR 112.8943 EUR
ORD Sale 361,117 125.0743 USD 124.5781 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 56 113.8477 EUR
ORD SWAP Long 100 113.7819 EUR
ORD SWAP Long 272 113.2094 EUR
ORD CFD Long 1,269 1,782.0113 ZAR
ORD SWAP Long 1,357 112.8843 EUR
ORD SWAP Long 1,631 113.6693 EUR
ORD SWAP Long 1,824 113.7136 EUR
ORD SWAP Long 2,266 113.3205 EUR
ORD SWAP Long 3,474 113.1669 EUR
ORD CFD Long 3,837 1,782.6402 ZAR
ORD SWAP Long 5,415 113.6956 EUR
ORD SWAP Long 14,207 113.3185 EUR
ORD SWAP Short 40 113.9022 EUR
ORD SWAP Short 96 112.8612 EUR
ORD SWAP Short 100 113.5052 EUR
ORD SWAP Short 751 113.1762 EUR
ORD SWAP Short 1,446 113.1033 EUR
ORD SWAP Short 1,767 113.0660 EUR
ORD SWAP Short 2,291 112.9594 EUR
ORD CFD Short 2,913 112.7480 EUR
ORD SWAP Short 3,182 113.0942 EUR
ORD CFD Short 3,950 1,782.4184 ZAR
ORD CFD Short 8,555 113.8159 EUR
ORD SWAP Short 10,599 112.9794 EUR
ORD CFD Short 11,272 113.8000 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:  

24 August 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.

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. 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 Put Options Written 25,000 100.0000 American 16 Jun 2017

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: 544732
Time of Receipt (offset from UTC): 20160825T093316+0100

Contacts

BARCLAYS PLC

Contacts

BARCLAYS PLC