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

Fri Apr 5, 2013 7:00am EDT

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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:                                                                                      4 April 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:           8,536,515     0.28%    1,019,869          0.03%    
                                                                                                                
 (2)                            Derivatives (other than                                                         
                                options):                    722,664       0.02%    27,387,256         0.91%    
                                                                                                                
 (3)                            Options and agreements to                                                       
                                purchase/sell:               22,260,583    0.74%    850,000            0.03%    
                                                                                                                
 (4)                            TOTAL:                                                                          
                                                             31,519,762    1.05%    29,257,125         0.97%    


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         286           10.5100 GBP       
 ORD                  Purchase         391           10.5695 GBP       
 ORD                  Purchase         408           10.3700 GBP       
 ORD                  Purchase         632           10.5697 GBP       
 ORD                  Purchase         656           10.5889 GBP       
 ORD                  Purchase         5,034         10.5496 GBP       
 ORD                  Purchase         6,557         10.5832 GBP       
 ORD                  Purchase         10,811        10.5473 GBP       
 ORD                  Purchase         19,480        10.5482 GBP       
 ORD                  Purchase         25,541        10.5574 GBP       
 ORD                  Purchase         25,651        10.5489 GBP       
 ORD                  Purchase         39,512        10.5126 GBP       
 ORD                  Purchase         43,447        10.5448 GBP       
 ORD                  Purchase         85,000        10.5398 GBP       
 ORD                  Purchase         92,412        10.5374 GBP       
 ORD                  Purchase         465,567       10.5478 GBP       
 ORD                  Sale             122           10.5800 GBP       
 ORD                  Sale             401           10.5900 GBP       
 ORD                  Sale             538           10.4038 GBP       
 ORD                  Sale             1,937         10.5651 GBP       
 ORD                  Sale             2,030         10.5816 GBP       
 ORD                  Sale             2,146         10.5969 GBP       
 ORD                  Sale             2,217         10.5509 GBP       
 ORD                  Sale             2,896         10.5500 GBP       
 ORD                  Sale             4,373         10.5259 GBP       
 ORD                  Sale             5,733         10.5100 GBP       
 ORD                  Sale             10,607        10.5590 GBP       
 ORD                  Sale             10,929        10.5592 GBP       
 ORD                  Sale             15,055        10.5809 GBP       
 ORD                  Sale             22,890        10.5340 GBP       
 ORD                  Sale             41,926        10.5473 GBP       
 ORD                  Sale             45,867        10.5607 GBP       
 ORD                  Sale             49,863        10.5486 GBP       
 ORD                  Sale             68,313        10.5697 GBP       
 ORD                  Sale             91,998        10.5528 GBP       
 ORD                  Sale             133,647       10.5447 GBP       
 ORD                  Sale             141,276       10.5709 GBP       
 ORD                  Sale             465,567       10.5478 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                 567           10.5826 GBP    
 ORD         SWAP           Long                 1,937         10.5651 GBP    
 ORD         CFD            Long                 3,465         10.5831 GBP    
 ORD         SWAP           Long                 18,818        10.5735 GBP    
 ORD         CFD            Long                 22,890        10.5340 GBP    
 ORD         SWAP           Long                 41,926        10.5473 GBP    
 ORD         CFD            Long                 133,647       10.5447 GBP    
 ORD         SWAP           Long                 133,647       10.5447 GBP    
 ORD         CFD            Long                 141,276       10.5709 GBP    
 ORD         CFD            Short                3,845         10.5414 GBP    
 ORD         SWAP           Short                10,618        10.5435 GBP    
 ORD         SWAP           Short                120,000       10.5321 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:    5 April 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 

SUPPLEMENTAL FORM 8 (OPEN POSITIONS) 

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       11.8862     European    24 Sep 2013    
 ORD         Put Options                Written        -250,000      7.2000      American    6 Apr 2013     
 ORD         Put Options                Written        -600,000      8.2000      American    6 Apr 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