Form 8.5 (EPT/NON-RI) Xstrata Plc - Amendment

Form 8.5 (EPT/NON-RI) Xstrata Plc - Amendment

BARCLAYS PLC

Amendment

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		XSTRATA PLC
Â	relevant securities this form relates:		Â
(c)	Name of the party to the offer with which exempt		Advisor to Offeree
Â	principal trader is connected		Â
(d)	Date position held/dealing undertaken:		21 August 2012
(e)	Has the EPT previously disclosed, or is it		YES:
	today disclosing, under the Code in respect
Â	of any other party to this offer?		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:	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:		8,749,040		0.29%		831,673		0.03%
Â	Â		Â		Â		Â		Â
(2)	Derivatives (other than
	options):		191,902		0.01%		28,153,396		0.94%
Â	Â		Â		Â		Â		Â
(3)	Options and agreements to
	purchase/sell:		25,495,546		0.85%		2,252,118		0.08%
Â	Â		Â		Â		Â		Â
(4)	TOTAL:
			34,436,488		1.15%		31,237,187		1.04%

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
ORD		Purchase		500		13.9000 CHF
ORD		Purchase		729		9.1760 GBP
ORD		Purchase		800		13.9500 CHF
ORD		Purchase		1,276		9.1589 GBP
ORD		Purchase		1,601		8.9540 GBP
ORD		Purchase		4,272		9.2610 GBP
ORD		Purchase		4,500		13.8000 CHF
ORD		Purchase		5,000		13.7000 CHF
ORD		Purchase		10,462		9.1813 GBP
ORD		Purchase		17,200		9.1497 GBP
ORD		Purchase		17,500		9.2421 GBP
ORD		Purchase		31,437		9.1704 GBP
ORD		Purchase		35,000		9.0996 GBP
ORD		Purchase		50,313		9.2445 GBP
ORD		Purchase		51,572		14.0000 CHF
ORD		Purchase		60,531		9.1004 GBP
ORD		Purchase		67,877		9.1649 GBP
ORD		Purchase		70,488		9.1762 GBP
ORD		Purchase		79,762		9.2335 GBP
ORD		Purchase		197,488		9.1702 GBP
ORD		Sale		295		9.1952 GBP
ORD		Sale		388		9.1217 GBP
ORD		Sale		630		9.0490 GBP
ORD		Sale		739		9.1946 GBP
ORD		Sale		2,000		14.0500 CHF
ORD		Sale		2,074		9.1541 GBP
ORD		Sale		2,361		9.1694 GBP
ORD		Sale		3,000		13.9500 CHF
ORD		Sale		3,200		13.8500 CHF
ORD		Sale		3,464		9.1429 GBP
ORD		Sale		3,500		13.9000 CHF
ORD		Sale		5,302		9.2067 GBP
ORD		Sale		7,904		14.0000 CHF
ORD		Sale		9,159		9.2009 GBP
ORD		Sale		9,797		9.1009 GBP
ORD		Sale		9,926		9.2427 GBP
ORD		Sale		17,019		9.1135 GBP
ORD		Sale		17,226		9.1092 GBP
ORD		Sale		22,748		9.2610 GBP
ORD		Sale		47,983		9.1682 GBP
ORD		Sale		50,480		9.1560 GBP
ORD		Sale		111,006		9.1755 GBP
ORD		Sale		126,820		9.1402 GBP

(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		1,100		9.2462 GBP
ORD		CFD		Long		2,808		9.2223 GBP
ORD		CFD		Long		6,477		9.1608 GBP
ORD		CFD		Long		19,604		13.9530 CHF
ORD		CFD		Short		2,101		8.9705 GBP
ORD		CFD		Short		3,199		9.2411 GBP
ORD		CFD		Short		62,372		13.9621 CHF

(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

YES

Date of disclosure:	Â	28 Aug 2012
Contact name:	Â	Geoff Smith
Telephone number:	Â	020 7116 2913

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.

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 the person whose positions/dealings	Â	BARCLAYS CAPITAL SECURITIES LTD
are being disclosed:		Â
Name of offeror/offeree in relation to whose		XSTRATA PLC
relevant securities this from relates:		Â

2. OPTIONS AND DERIVATIVES

Class

Â

Product

Â

Writing,

Â

Number

Â

Exercise

Â

Type

Â

Expiry

of

description

purchasing,

of

price

date

relevant

selling,

securities

per unit

security

varying etc

to which

option

Â

Â

Â

relates

Â

Â

Â

ORD

Put Options

Purchased

2,570,863

7.9303

European

18 Jun 2013

ORD

Put Options

Purchased

500,000

8.0000

American

23 Aug 2012

ORD

Put Options

Written

-250,000

7.2000

American

23 Aug 2012

ORD

Put Options

Written

-500,000

8.0000

American

23 Aug 2012

ORD

Put Options

Written

-600,000

8.2000

American

23 Aug 2012

ORD

Put Options

Written

-850,000

11.0000

American

23 Aug 2012

ORD

Call Options

Purchased

500,000

11.0000

American

23 Aug 2012

ORD

Call Options

Written

-52,118

12.0000

European

27 Feb 2013

ORD

Equity Forward

Purchased

21,924,683

20.5248

Â

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 [phone].

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