Form 8.5 (EPT/NON-RI)- GLENCORE INTL PLC

Form 8.5 (EPT/NON-RI)- GLENCORE INTL PLC

BARCLAYS PLC

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:	Â	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	Â	GLENCORE INTL PLC
(c) Name of the party to the offer with which exempt principal trader is connected:	Â	Advisor to Offeree
(d) Date position held/dealing undertaken:	Â	10. 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?	Â	YES: XSTRATA 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:	Â	Â	Â	ORD	Â	Â	Â	Â	Â	Â
				Interests		Â		Short Positions		Â
Â		Â		Number		(%)		Number		(%)
(1)		Relevant securities owned
		and/or controlled:		4,415,266		0.06%		42,120,374		0.59%
Â		Â		Â		Â		Â		Â
(2)		Derivatives (other than
		options):		37,749,904		0.53%		2,459,105		0.03%
Â		Â		Â		Â		Â		Â
(3)		Options and agreements to
		purchase/sell:		0		0.00%		0		0.00%
Â		Â		Â		Â		Â		Â
(4)		TOTAL:
				42,165,170		0.59%		44,579,479		0.63%
Â		Â		Â		Â		Â		Â
Class of relevant security:		Â		Convertible Bond XS0475310396		Â		Â		Â
				Interests		Â		Short Positions		Â
Â		Â		Number		(%)		Number		(%)
(1)		Relevant securities owned
		and/or controlled:		3,100,000		0.13%		0		0.00%
Â		Â		Â		Â		Â		Â
(2)		Derivatives (other than
		options):		0		0.00%		0		0.00%
Â		Â		Â		Â		Â		Â
(3)		Options and agreements to
		purchase/sell:		0		0.00%		0		0.00%
Â		Â		Â		Â		Â		Â
(4)		TOTAL:
				3,100,000		0.13%		0		0.00%

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:	Â
Details, including nature of the rights concerned and relevant percentages:	Â

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	Â	Purchase/sale	Â	Number of	Â	Price per unit
security		Â		securities		Â
Convertible Bond		Sale		1,000,000		118.7000 USD
ORD		Purchase		200		42.1500 HKD
ORD		Purchase		257		3.5870 GBP
ORD		Purchase		723		3.6065 GBP
ORD		Purchase		800		42.8500 HKD
ORD		Purchase		1,100		42.5500 HKD
ORD		Purchase		1,300		42.6000 HKD
ORD		Purchase		1,390		3.5904 GBP
ORD		Purchase		1,800		42.7000 HKD
ORD		Purchase		2,000		42.2000 HKD
ORD		Purchase		2,400		42.2500 HKD
ORD		Purchase		2,921		3.5915 GBP
ORD		Purchase		3,400		42.8000 HKD
ORD		Purchase		3,877		3.5954 GBP
ORD		Purchase		4,400		42.7500 HKD
ORD		Purchase		9,577		3.5750 GBP
ORD		Purchase		18,136		3.5982 GBP
ORD		Purchase		20,903		3.6074 GBP
ORD		Purchase		27,281		3.6105 GBP
ORD		Purchase		52,308		3.5956 GBP
ORD		Purchase		69,559		3.5996 GBP
ORD		Purchase		90,700		3.5902 GBP
ORD		Purchase		134,628		3.6107 GBP
ORD		Purchase		145,318		3.5934 GBP
ORD		Purchase		541,497		3.5968 GBP
ORD		Sale		100		42.0000 HKD
ORD		Sale		257		3.5870 GBP
ORD		Sale		612		3.6010 GBP
ORD		Sale		1,969		3.6049 GBP
ORD		Sale		9,335		3.5750 GBP
ORD		Sale		10,535		3.5992 GBP
ORD		Sale		12,215		3.5943 GBP
ORD		Sale		12,498		3.5788 GBP
ORD		Sale		13,339		3.5962 GBP
ORD		Sale		17,400		42.5962 HKD
ORD		Sale		28,037		3.5924 GBP
ORD		Sale		48,593		3.6020 GBP
ORD		Sale		57,980		3.5963 GBP
ORD		Sale		65,823		3.5996 GBP
ORD		Sale		65,972		3.5968 GBP
ORD		Sale		99,771		3.5930 GBP
ORD		Sale		172,000		3.5980 GBP
ORD		Sale		243,476		3.5916 GBP
ORD (traded as ADR)		Purchase		54		10.9600 USD
ORD (traded as ADR)		Purchase		136		10.8900 USD
ORD (traded as ADR)		Purchase		2,000		10.9140 USD
ORD (traded as ADR)		Sale		54		10.9600 USD
ORD (traded as ADR)		Sale		136		10.8900 USD
ORD (traded as ADR)		Sale		2,000		10.9140 USD

(b) Derivatives transactions (other than options)

Class of	Â	Product	Â	Nature of dealing	Â	Number of	Â	Price per
relevant		description				reference		unit
security		Â		Â		securities		Â
ORD		SWAP		Long		76,250		3.5746 GBP
ORD		SWAP		Short		779		3.5883 GBP
ORD		SWAP		Short		136,561		3.6106 GBP

(c) Options transactions in respect of existing securities

(i) Writing, selling, purchasing or varying

Class of relevant security

Â

Product description e.g. call option

Â

Writing, purchasing, selling, varying etc.

Â

Number of securities to which option relates

Â

Exercise price per unit

Â

Type e.g. American, European etc.

Â

Expiry date

Â

Option money paid/ received per unit

(ii) Exercising

Class of relevant security

Â

Product description e.g. call option

Â

Number of securities

Â

Exercise price per unit

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

Class of relevant security

Â

Nature of dealing e.g. subscription, conversion

Â

Details

Â

Price per unit (if applicable)

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?

Â

NO

Date of disclosure:	Â	11 April 2013
Contact name:	Â	Geoff Smith
Telephone number:	Â	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 [e-mail]. The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s dealing disclosure requirements on [phone].

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.