TIDMBARC 
 

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 INC 
(b) Name of offeror/offeree                     ANHEUSER-BUSCH INBEV SA/NV 
in relation to whose 
relevant securities  this form relates: 
Use a separate form for each offeror/offeree 
(c) Name of the party to the offer with which   ANHEUSER-BUSCH INBEV SA/NV 
exempt principal  trader is connected: 
(d) Date position held/dealing undertaken:      25 Nov 2015 
For an opening position disclosure, 
state the latest 
practicable  date prior to the disclosure 
(e) In addition to the company in 1(b) above,   YES 
is the exempt  principal trader                SABMILLER PLC 
making disclosures in respect of 
any other party to  the offer? 
If it is a cash offer or possible 
cash offer, state "N/A" 
 
 

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                    ADR 
relevant 
security: 
                            Interests         Short Positions 
                            Number     (%)    Number           (%) 
(1)         Relevant 
            securities 
            owned 
            and/or          83,600     0.01%  1,792            0.00% 
            controlled: 
(2)         Cash-settled 
            derivatives: 
                            0          0.00%  0                0.00% 
(3)         Stock-settled 
            derivatives 
            (including 
            options) 
            and agreements  816,000    0.05%  883,200          0.05% 
            to 
            purchase/DEALING: 
(4) 
            TOTAL:          899,600    0.01%  884,992          0.00% 
 
 

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   Purchase/DEALING  Total number of  Highest price  Lowest price 
relevant                                   per unit       per unit 
security                  securities       paid/received  paid/received 
ADR        Purchase       96,804           129.5100 USD   128.63 USD 
ADR        Sale           97,760           130.0092 USD   128.572 USD 
 
 

(b) Cash-settled derivative transactions

 
Class of relevant   Product      Nature of            Number of reference  Price per unit 
security            description  dealing              securities 
                    e.g. CFD     e.g. 
                                 opening/closing 
                                 a long/short 
                                 position, 
                                 increasing/reducing 
                                 a  long/short 
                                 position 
 
 

(c) Stock-settled derivative transactions (including options)

 

(i) Writing, selling, purchasing or varying

 
Class      Product      Writing,     Number      Exercise  Type      Expiry       Option 
of         description  purchasing,  of          price               date         money 
relevant                selling,     securities  per unit                         paid/ 
security                varying etc  to which                                     received 
                                     option                                       per unit 
                                     relates 
ORD        Call         Purchasing   2,200       125 USD   American  15 Jan 2016  6.9000 USD 
           Options 
ORD        Put          Purchasing   200         130 USD   American  18 Mar 2016  6.8000 USD 
           Options 
 
 

(ii) Exercise

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

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

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

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:   26 Nov 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.

 

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 INC 
Name of offeror/offeree in               ANHEUSER-BUSCH INBEV 
relation to whose relevant 
securities the  disclosure 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         Purchased    35,800      145.0000  American  15 Jan 2016 
           Options 
ORD        Put          Written      26,200      110.0000  American  15 Jan 2016 
           Options 
ORD        Put          Written      600         75.0000   American  18 Dec 2015 
           Options 
ORD        Put          Written      300         70.0000   American  18 Dec 2015 
           Options 
ORD        Call         Purchased    54,000      130.0000  American  18 Dec 2015 
           Options 
ORD        Call         Written      -6,800      135.0000  American  15 Jan 2016 
           Options 
ORD        Call         Written      -150,100    125.0000  American  15 Jan 2016 
           Options 
ORD        Call         Purchased    900         135.0000  American  18 Mar 2016 
           Options 
ORD        Call         Purchased    1,200       125.0000  American  18 Mar 2016 
           Options 
ORD        Put          Written      2,100       105.0000  American  17 Jun 2016 
           Options 
ORD        Call         Written      -1,700      115.0000  American  15 Jan 2016 
           Options 
ORD        Put          Purchased    -100        85.0000   American  20 Jan 2017 
           Options 
ORD        Call         Written      -8,100      115.0000  American  18 Dec 2015 
           Options 
ORD        Put          Purchased    -1,000      130.0000  American  15 Jan 2016 
           Options 
ORD        Put          Purchased    -1,000      125.0000  American  20 Jan 2017 
           Options 
ORD        Put          Written      245,400     105.0000  American  15 Jan 2016 
           Options 
ORD        Call         Purchased    29,400      145.0000  American  18 Dec 2015 
           Options 
ORD        Put          Written      600         115.0000  American  17 Jun 2016 
           Options 
ORD        Call         Purchased    100         120.0000  American  18 Mar 2016 
           Options 
ORD        Put          Written      200         80.0000   American  18 Dec 2015 
           Options 
ORD        Call         Purchased    9,900       125.0000  American  18 Dec 2015 
           Options 

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