FORM 8.3
PUBLIC OPENING POSITION
DISCLOSURE/DEALING DISCLOSURE BY
A PERSON WITH INTERESTS IN RELEVANT
SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code (the
"Code")
1. KEY
INFORMATION
|
(a) Full name of
discloser:
|
Société Générale S.A.
|
|
(b) Owner or controller of interests
and short positions disclosed. if different from 1(a):
The naming
of nominee or vehicle companies is insufficient. For a trust.
the trustee(s). settlor and beneficiaries must be named.
|
|
|
(c) Name of offeror/offeree in
relation to whose relevant securities this form relates:
Use a
separate form for each offeror/offeree
|
SABMiller Plc
|
|
(d) If an exempt fund manager
connected with an offeror/offeree. state this and specify identity
of offeror/offeree:
|
|
|
(e) Date position held/dealing
undertaken:
For an
opening position disclosure. state the latest practicable date
prior to the disclosure
|
16/11/2015
|
|
(f) In addition to the company
in 1(c) above. is the discloser making disclosures in respect of
any other party to the offer?
If it is a
cash offer or possible cash offer. state "N/A"
|
YES: Anheuser-Busch InBev
SA/NV
|
2. POSITIONS
OF THE PERSON MAKING THE DISCLOSURE
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(c). 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 relevant
security:
|
USD 0.10 ordinary
|
|
|
Interests
|
Short positions
|
|
Number
|
%
|
Number
|
%
|
|
(1) Relevant securities owned and/or
controlled:
|
9,997,348
|
0.62
|
917,807
|
0.06
|
|
(2) Cash-settled
derivatives:
|
0
|
0.00
|
5,039,395
|
0.31
|
|
(3) Stock-settled derivatives
(including options) and agreements to purchase/sell:
|
3,295,000
|
0.20
|
3,523,000
|
0.22
|
|
TOTAL:
|
13,292,348
|
0.82
|
9,480,202
|
0.59
|
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 PERSON MAKING THE DISCLOSURE
Where there have been dealings in
more than one class of relevant securities of the offeror or
offeree named in 1(c). 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 relevant
security
|
Purchase/sale
|
Number of securities
|
Price per unit
|
|
Ordinary
|
Purchase
|
57
|
40.032982
|
|
Ordinary
|
Purchase
|
200
|
40.025
|
|
Ordinary
|
Purchase
|
2,038
|
40.018356
|
|
Ordinary
|
Purchase
|
51
|
40.165
|
|
Ordinary
|
Purchase
|
51
|
40.165
|
|
Ordinary
|
Purchase
|
2,947
|
40.165
|
|
Ordinary
|
Purchase
|
330
|
40.025
|
|
Ordinary
|
Purchase
|
3,187
|
40.030035
|
|
Ordinary
|
Purchase
|
134
|
39.935
|
|
Ordinary
|
Purchase
|
90
|
40.03
|
|
Ordinary
|
Purchase
|
224
|
40.094754
|
|
Ordinary
|
Purchase
|
13
|
40.045
|
|
Ordinary
|
Purchase
|
4,640
|
40.016502
|
|
Ordinary
|
Purchase
|
625
|
40.165
|
|
Ordinary
|
Purchase
|
53
|
40.045
|
|
Ordinary
|
Purchase
|
11
|
40.045
|
|
Ordinary
|
Purchase
|
1,483
|
40.165
|
|
Ordinary
|
Purchase
|
12
|
40.092025
|
|
Ordinary
|
Purchase
|
3,873
|
40.165
|
|
Ordinary
|
Sale
|
4,196
|
40.04091
|
|
Ordinary
|
Sale
|
43
|
40.165
|
|
Ordinary
|
Sale
|
165
|
40.165
|
|
Ordinary
|
Sale
|
7,669
|
40.040327
|
|
Ordinary
|
Sale
|
137
|
40.165
|
|
Ordinary
|
Sale
|
82
|
40.165
|
|
Ordinary
|
Sale
|
74
|
40
|
|
Ordinary
|
Sale
|
128
|
40.015
|
|
Ordinary
|
Sale
|
95
|
40
|
|
Ordinary
|
Sale
|
254
|
40.165
|
|
Ordinary
|
Sale
|
18
|
39.945
|
|
Ordinary
|
Sale
|
9,652
|
40.109769
|
|
Ordinary
|
Sale
|
2,304
|
40.165
|
|
Ordinary
|
Sale
|
6,308
|
40.165
|
|
Ordinary
|
Sale
|
496
|
40.165
|
|
|
Total Purchases
|
20,019
|
|
|
|
Total Sales
|
31,621
|
|
(b) Cash-settled
derivative transactions
|
Class of relevant
security
|
Product description
e.g. CFD
|
Nature of dealing
e.g. opening/closing a long/short
position. increasing/reducing a long/short position
|
Number of reference
securities
|
Price per unit
|
|
Ordinary
|
CFD
|
Increasing a short
position
|
12
|
40.09
|
|
Ordinary
|
Listed call warrant
|
Reducing a short position
|
200
|
5.9
|
|
Ordinary
|
Listed call-option
|
Reducing a short position
|
100,000
|
38
|
|
Ordinary
|
Listed call-option
|
Reducing a long position
|
100,000
|
40
|
|
Ordinary
|
Listed put-option
|
Reducing a short position
|
100,000
|
32
|
(c) Stock-settled
derivative transactions (including options)
(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
e.g. American. European
etc.
|
Expiry date
|
Option money paid/ received per
unit
|
|
Ordinary
|
Listed Call Option
|
Purchasing
|
100,000
|
40
|
American
|
18/12/15
|
55.00
|
|
Ordinary
|
Listed Call Option
|
Selling
|
14,000
|
42
|
American
|
18/12/15
|
0.05
|
|
Ordinary
|
Listed Call Option
|
Selling
|
100,000
|
40
|
American
|
18/12/15
|
55
|
|
Ordinary
|
Listed Put Option
|
Purchasing
|
100,000
|
32
|
American
|
18/12/15
|
6.50
|
(ii)
Exercise
|
Class of relevant
security
|
Product description
e.g. call option
|
Exercising/ exercised
against
|
Number of securities
|
Exercise price per unit
|
|
|
|
|
|
|
(d) Other dealings
(including subscribing for new securities)
|
Class of relevant
security
|
Nature of dealing
e.g. subscription.
conversion
|
Details
|
Price per unit (if
applicable)
|
|
|
|
|
|
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 person 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
person 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: |
17/11/2015
|
| Contact name: |
Jean-Baptiste GICQUEL
|
| Telephone number: |
+44 20 7676 6826
|
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.
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:
|
Société Générale S.A.
|
|
Name of offeror/offeree in relation
to whose relevant securities the disclosure relates:
|
SABMiller Plc
|
2.
STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
|
Class of relevant
security
|
Product description e.g. call
option
|
Written or purchased
|
Number of securities to which option
or derivative relates
|
Exercise price per unit
|
Type
e.g. American. European
etc.
|
Expiry date
|
|
Ordinary
|
Listed call-option
|
Purchase
|
10,000
|
31
|
American options
|
20/11/2015
|
|
Ordinary
|
Listed call-option
|
Purchase
|
259,000
|
40
|
American options
|
17/06/2016
|
|
Ordinary
|
Listed call-option
|
Purchase
|
6,000
|
40
|
American options
|
18/03/2016
|
|
Ordinary
|
Listed call-option
|
Purchase
|
14,000
|
40
|
American options
|
20/11/2015
|
|
Ordinary
|
Listed call-option
|
Purchase
|
2,000,000
|
40
|
European options
|
16/12/2016
|
|
Ordinary
|
Listed call-option
|
Purchase
|
2,000
|
42
|
American options
|
20/11/2015
|
|
Ordinary
|
Listed call-option
|
Purchase
|
42,000
|
42
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed call-option
|
Purchase
|
120,000
|
40
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed call-option
|
Sale
|
1,000
|
38
|
American options
|
18/03/2016
|
|
Ordinary
|
Listed call-option
|
Sale
|
45,000
|
40
|
American options
|
15/01/2016
|
|
Ordinary
|
Listed call-option
|
Sale
|
150,000
|
34
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed call-option
|
Sale
|
100,000
|
36
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed call-option
|
Sale
|
19,000
|
37
|
American options
|
20/11/2015
|
|
Ordinary
|
Listed call-option
|
Sale
|
220,000
|
38
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed call-option
|
Sale
|
2,000,000
|
32
|
European options
|
16/12/2016
|
|
Ordinary
|
Listed call-option
|
Sale
|
100,000
|
40
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed put-option
|
Sale
|
99,000
|
28
|
American options
|
17/06/2016
|
|
Ordinary
|
Listed put-option
|
Sale
|
93,000
|
30
|
American options
|
16/06/2016
|
|
Ordinary
|
Listed put-option
|
Sale
|
300,000
|
34
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed put-option
|
Sale
|
250,000
|
35
|
American options
|
17/06/2016
|
|
Ordinary
|
Listed put-option
|
Purchase
|
4,000
|
24
|
American options
|
18/03/2016
|
|
Ordinary
|
Listed put-option
|
Purchase
|
5,000
|
28
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed put-option
|
Purchase
|
141,000
|
30
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed put-option
|
Purchase
|
12,000
|
30
|
American options
|
20/11/2015
|
|
Ordinary
|
Listed put-option
|
Purchase
|
8,000
|
31
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed put-option
|
Purchase
|
10,000
|
31
|
American options
|
20/11/2015
|
|
Ordinary
|
Listed put-option
|
Purchase
|
397,000
|
32
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed put-option
|
Purchase
|
100,000
|
33
|
American options
|
18/03/2016
|
|
Ordinary
|
Listed put-option
|
Purchase
|
15,000
|
33
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed put-option
|
Purchase
|
80,000
|
34
|
American options
|
18/03/2016
|
|
Ordinary
|
Listed put-option
|
Purchase
|
7,000
|
35
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed put-option
|
Purchase
|
2,000
|
36
|
American options
|
18/12/2015
|
|
Ordinary
|
Listed put-option
|
Purchase
|
10,000
|
29
|
American options
|
20/11/2015
|
|
Ordinary
|
Listed put-option
|
Purchase
|
2,000
|
34
|
American options
|
15/01/2016
|
|
Ordinary
|
Listed put-option
|
Purchase
|
95,000
|
40
|
American options
|
18/12/2015
|
|
Ordinary
|
OTC call-option
|
Purchase
|
100,000
|
40
|
American options
|
20/11/2015
|
|
Ordinary
|
OTC Put-option
|
Sale
|
250,000
|
39
|
American options
|
18/12/2015
|
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
cash-settled derivatives.
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 disclosure
requirements on +44 (0)20 7638 0129.
The
Code can be viewed on the Panel's website at
www.thetakeoverpanel.org.uk.