REG-BARCLAYS PLC Form 8.5 (EPT/NON-RI) - XSTRATA PLC

Fri Feb 1, 2013 6:14am EST

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LONDON--(Business Wire)--


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:                                         XSTRATA PLC                      
 
Use a separate form for each offeror/offeree                                                                                                                    
 (c) Name of the party to the offer with which exempt principal trader is connected:                                             Advisor to Offeree               
 (d) Date position held/dealing undertaken:                                                                                      31 January 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:           12,951,045        0.43%    861,866             0.03%     
                                                                                                                      
 (2)                            Derivatives (other than                                                               
                                options):                    392,118           0.01%    32,557,351          1.08%     
                                                                                                                      
 (3)                            Options and agreements to                                                             
                                purchase/sell:               22,260,583        0.74%    1,475,416           0.05%     
                                                                                                                      
 (4)                            TOTAL:                                                                                
                                                             35,603,746        1.19%    34,894,633          1.16%     


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         150           11.9350 GBP       
 ORD                  Purchase         200           11.8593 GBP       
 ORD                  Purchase         1,395         11.8574 GBP       
 ORD                  Purchase         2,220         11.8456 GBP       
 ORD                  Purchase         2,500         11.8550 GBP       
 ORD                  Purchase         4,511         11.8251 GBP       
 ORD                  Purchase         6,194         11.8828 GBP       
 ORD                  Purchase         6,923         11.8544 GBP       
 ORD                  Purchase         20,435        11.8710 GBP       
 ORD                  Purchase         26,250        11.8640 GBP       
 ORD                  Purchase         30,996        11.8657 GBP       
 ORD                  Purchase         55,828        11.8150 GBP       
 ORD                  Purchase         74,296        11.8756 GBP       
 ORD                  Purchase         182,630       11.8794 GBP       
 ORD                  Sale             78            11.9100 GBP       
 ORD                  Sale             93            11.8600 GBP       
 ORD                  Sale             98            11.9550 GBP       
 ORD                  Sale             107           11.8596 GBP       
 ORD                  Sale             837           11.8550 GBP       
 ORD                  Sale             1,000         11.8800 GBP       
 ORD                  Sale             1,219         11.8838 GBP       
 ORD                  Sale             2,001         11.9057 GBP       
 ORD                  Sale             2,425         11.9350 GBP       
 ORD                  Sale             2,506         11.9415 GBP       
 ORD                  Sale             3,520         11.8622 GBP       
 ORD                  Sale             4,320         11.8150 GBP       
 ORD                  Sale             4,864         11.8647 GBP       
 ORD                  Sale             5,479         11.9260 GBP       
 ORD                  Sale             11,580        11.8502 GBP       
 ORD                  Sale             12,390        11.8790 GBP       
 ORD                  Sale             14,119        11.8821 GBP       
 ORD                  Sale             27,414        11.8708 GBP       
 ORD                  Sale             52,339        11.8760 GBP       
 ORD                  Sale             65,267        11.8197 GBP       
 ORD                  Sale             65,711        11.8697 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                 856           11.8588 GBP    
 ORD         SWAP           Long                 6,719         11.8872 GBP    
 ORD         CFD            Long                 8,000         11.9432 GBP    
 ORD         CFD            Short                880           11.8567 GBP    
 ORD         SWAP           Short                3,521         11.9249 GBP    
 ORD         CFD            Short                2,403         11.8616 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                             Expiry date    Option money paid/ received per unit  
                                                                                                                                                                                                e.g. American, European etc.                                                          


(ii) Exercising

 Class of relevant security    Product description     Number of securities    Exercise price per unit  
                               e.g. call option                                                         


(d) Other dealings (including subscribing for new securities)

 Class of relevant security    Nature of dealing                 Details    Price per unit (if applicable)  
                               e.g. subscription, conversion                                                


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?    YES  


 Date of disclosure:    1 Feb 2013     
 Contact name:          Geoff Smith    
 Telephone number:      020 3555 4632  


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. 

143221.01 

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    2 Feb 2013     
 ORD         Put Options       Written        -600,000      8.2000      American    2 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.

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.

BARCLAYS PLC 

Copyright Business Wire 2013

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