FORM 8.5 (EPT/NON-RI) - XSTRATA PLC

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: Use a separate form for each offeror/offeree	XSTRATA PLC
(c) Name of the party to the offer with which exempt principal trader is connected:	Advisor to Offeree
(d) Date position held/dealing undertaken:	11 April 2012
(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:	2,901,672	0.10%	1,145,976	0.04%
(2)	Derivatives (other than
	options):	408,622	0.01%	23,009,973	0.77%
(3)	Options and agreements to
	purchase/sell:	22,229,078	0.74%	2,652,718	0.09%
(4)	TOTAL:
		25,539,372	0.85%	26,808,667	0.89%

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

(a)	Purchases and sales
Class of relevant	Purchase/sale	Number of	Price per unit
security		securities
ORD	Purchase	237	10.7161 GBP
ORD	Purchase	350	15.6000 CHF
ORD	Purchase	372	10.7914 GBP
ORD	Purchase	676	10.7911 GBP
ORD	Purchase	705	10.8325 GBP
ORD	Purchase	1,200	10.7803 GBP
ORD	Purchase	1,672	15.7500 CHF
ORD	Purchase	1,792	10.7836 GBP
ORD	Purchase	2,000	10.7767 GBP
ORD	Purchase	2,189	10.8221 GBP
ORD	Purchase	3,052	10.7929 GBP
ORD	Purchase	3,200	15.6500 CHF
ORD	Purchase	3,470	10.8019 GBP
ORD	Purchase	4,300	10.0035 GBP
ORD	Purchase	4,849	10.5800 GBP
ORD	Purchase	7,100	10.7972 GBP
ORD	Purchase	8,300	10.7800 GBP
ORD	Purchase	10,311	10.7900 GBP
ORD	Purchase	23,622	15.7000 CHF
ORD	Purchase	26,550	15.6872 CHF
ORD	Purchase	30,000	10.8513 GBP
ORD	Purchase	42,925	10.7025 GBP
ORD	Purchase	100,000	10.7826 GBP
ORD	Purchase	143,991	10.7948 GBP
ORD	Purchase	250,144	10.7833 GBP
ORD	Purchase	317,386	10.7604 GBP
ORD	Purchase	380,006	10.7889 GBP
ORD	Purchase	596,586	10.7898 GBP
ORD	Purchase	626,546	10.7896 GBP
ORD	Purchase	704,705	10.7851 GBP
ORD	Purchase	721,820	10.7819 GBP
ORD	Purchase	1,192,460	10.7939 GBP
ORD	Sale	26	10.7994 GBP
ORD	Sale	183	10.7685 GBP
ORD	Sale	200	10.8460 GBP
ORD	Sale	200	15.8000 CHF
ORD	Sale	237	10.8360 GBP
ORD	Sale	275	10.8167 GBP
ORD	Sale	460	10.8535 GBP
ORD	Sale	468	10.6005 GBP
ORD	Sale	555	10.7594 GBP
ORD	Sale	800	10.7768 GBP
ORD	Sale	926	10.7910 GBP
ORD	Sale	1,013	10.8514 GBP
ORD	Sale	1,300	10.8564 GBP
ORD	Sale	1,500	10.7516 GBP
ORD	Sale	6,140	10.7900 GBP
ORD	Sale	9,600	15.7500 CHF
ORD	Sale	10,009	10.7625 GBP
ORD	Sale	13,337	10.7788 GBP
ORD	Sale	14,330	10.7941 GBP
ORD	Sale	16,727	10.7950 GBP
ORD	Sale	16,750	15.6500 CHF
ORD	Sale	23,682	10.8479 GBP
ORD	Sale	28,844	15.6961 CHF
ORD	Sale	29,914	10.8004 GBP
ORD	Sale	41,945	10.7484 GBP
ORD	Sale	44,213	10.7826 GBP
ORD	Sale	89,921	10.7827 GBP
ORD	Sale	114,299	10.7897 GBP
ORD	Sale	214,125	10.7929 GBP
ORD	Sale	232,411	10.7913 GBP
ORD	Sale	371,470	10.7833 GBP
ORD	Sale	1,120,178	10.7861 GBP
ORD	Sale	3,240,000	10.7893 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	2,379	10.7831 GBP
ORD	CFD	Long	13,337	10.7788 GBP
ORD	CFD	Long	71,707	10.7970 GBP
ORD	CFD	Short	100,000	10.7826 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 e.g. American, European etc.

Expiry date

Option money paid/ received per unit

(ii) Exercising

Class of relevant security

Product description e.g. call option

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)

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:	12 April 2012
Contact name:	Geoff Smith
Telephone number:	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 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	Put Options	Purchased	250,000	10.0000	American	13 Apr 2012
ORD	Put Options	Written	-200,000	8.8000	American	13 Apr 2012
ORD	Put Options	Written	-300,000	10.0000	American	13 Apr 2012
ORD	Put Options	Written	-850,000	11.0000	American	13 Apr 2012
ORD	Put Options	Written	-250,000	1400.0000	American	13 Apr 2012
ORD	Call Options	Purchased	54,395	12.1253	European	11 Jan 2013
ORD	Call Options	Written	-200,000	8.8000	American	13 Apr 2012
ORD	Call Options	Written	-500,000	10.0000	American	13 Apr 2012
ORD	Call Options	Written	-50,600	10.5037	European	2 Aug 2012
ORD	Call Options	Written	-52,118	12.0000	European	27 Feb 2013
ORD	Call Options	Written	-250,000	14.0000	American	13 Apr 2012
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 [phone].

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

Category Code: FEO

Sequence Number: 321927

Time of Receipt (offset from UTC): 20120412T104337+0100