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Form 8.5 -SABMILLER PLC

August 9, 2016

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		SABMILLER PLC
(c) Name of the party to the offer with which exempt principal trader is connected:		ANHEUSER-BUSCH INBEV SA/NV
(d) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure		8 August 2016
(e) In addition to the company in 1(b) above, is the exempt principal trader 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 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 relevant security:		ORD
		Interests		Short Positions
		Number	(%)	Number	(%)
(1)	Relevant securities owned
	and/or controlled:	16,211,177	1.00%	2,493,538	0.15%

(2)	Cash-settled derivatives:
		688,459	0.04%	15,379,141	0.95%

(3)	Stock-settled derivatives (including options)
	and agreements to purchase/sell:	0	0.00%	0	0.00%

(4)
	TOTAL:	16,899,636	1.04%	17,872,679	1.10%

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 relevant	Purchase/sale	Total number of	Highest price per unit	Lowest price per unit
security		securities	paid/received	paid/received
ORD	Purchase	225,760	43.6500 GBP	43.5783 GBP
ORD	Sale	220,930	43.6500 GBP	43.5316 GBP
ADR	Purchase	15,000	56.8675 USD	56.8675 USD
ADR	Sale	15,000	56.8675 USD	56.8675 USD

(b)	Cash-settled derivative transactions
Class of	Product	Nature of dealing	Number of	Price per
relevant	description		reference	unit
security			securities
ORD	SWAP	Long	96	43.6045 GBP
ORD	SWAP	Long	311	43.5773 GBP
ORD	CFD	Long	446	43.5488 GBP
ORD	CFD	Long	586	775.3961 ZAR
ORD	SWAP	Long	908	43.6210 GBP
ORD	CFD	Long	3,486	775.5996 ZAR
ORD	CFD	Long	7,085	43.5946 GBP
ORD	CFD	Long	5,039	43.5975 GBP
ORD	CFD	Long	15,000	43.5316 GBP
ORD	CFD	Long	22,427	775.5126 ZAR
ORD	CFD	Long	39,168	775.6832 ZAR
ORD	CFD	Short	9	43.6022 GBP
ORD	SWAP	Short	43	43.6293 GBP
ORD	SWAP	Short	47	43.6191 GBP
ORD	SWAP	Short	107	43.6104 GBP
ORD	SWAP	Short	116	43.6028 GBP
ORD	SWAP	Short	137	43.5893 GBP
ORD	SWAP	Short	307	43.6125 GBP
ORD	CFD	Short	501	43.5815 GBP
ORD	SWAP	Short	815	43.5258 GBP
ORD	CFD	Short	570	775.3256 ZAR
ORD	SWAP	Short	2,234	43.5947 GBP
ORD	CFD	Short	3,818	43.6098 GBP
ORD	CFD	Short	7,085	773.7358 ZAR
ORD	CFD	Short	25,913	43.6168 GBP

(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

(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 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”

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?

NO

Date of disclosure:	9 August 2016
Contact name:	Pinar Coktas
Telephone number:	020 7116 1165

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.