PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER Rules 8.1 and 8.2 of the Takeover Code (the Code )

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1 SABMiller plc JSEALPHA CODE: SAB ISIN CODE: SOSAB ISIN CODE: GB AMENDMENT - CHANGE TO SECTION 3(a). FORM 8 (OPD) PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER Rules 8.1 and 8.2 of the Takeover Code (the Code ) 1. KEY INFORMATION (a) Full name of discloser: (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 (d) Is the discloser the offeror or the offeree? (e) Date position held: The latest practicable date prior to the disclosure (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 SABMILLER PLC ( SABMILLER ) N/A SABMILLER OFFEREE 28 SEPTEMBER 2015 YES If YES, specify which: ANHEUSER-BUSCH INBEV SA/NV 2. POSITIONS OF THE PARTY TO THE OFFER 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) and short positions in the relevant securities of the offeror or offeree to which the disclosure relates Ordinary shares in SABMILLER Number % Number % (2) Cash-settled derivatives: All interests and all short positions should be disclosed.

2 2 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). Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL). (b) Rights to subscribe for new securities Class of relevant security in relation to which subscription right exists: Details, including nature of the rights concerned and relevant percentages: None N/A 3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE Details of any interests, short positions and rights to subscribe (including directors and other employee options) of any person acting in concert with the party to the offer making the disclosure: (a) Beneficial holdings of directors of SABMiller in ordinary shares in SABMiller Name Number of ordinary shares in SABMiller Percentage of issued ordinary share capital in SABMiller (per cent.) Jan du Plessis 30, Alan Clark 352, Domenic De Lorenzo 126, Guy Elliott 3, Mark Armour 3, Geoffrey Bible 102, Dinyar Devitre 30, Lesley Knox 3, Dambisa Moyo Helen Weir (b) Options and awards held by directors of SABMiller in SABMiller Shares (i) Options and awards held by Alan Clark Share Options Grant date Vesting Date subject to performance conditions (where applicable) (year ending 31 March) Subscription Price ( ) 19 May 2006 Vested , May 2006 Vested , May 2006 Vested , May 2007 Vested , May 2007 Vested , May 2007 Vested ,500

3 3 16 May 2008 Vested , May 2008 Vested , May 2008 Vested ,500 1 August 2008 Vested ,750 1 August 2008 Vested ,000 1 August 2008 Vested , May 2009 Vested , May 2009 Vested , May 2009 Vested ,750 1 June 2010 Vested ,550 1 June 2010 Vested ,450 1 June 2010 Vested ,000 1 June 2011 Vested ,000 1 June years (2016) ,450 1 June 2011 Vested ,851 1 June years (2017) ,000 3 June years (2016) ,800 3 June years (2018) ,200 2 June years (2017) ,081 2 June years (2019) ,786 1 June years (2018) ,311 1 June years (2020) ,084 1 June years (2018) Performance Share Awards Award Date Vesting Date subject to performance conditions (where applicable) (year ending 31 March) Subscription Price ( ) 3 June year (2016) ,000 2 June year (2017) ,434 1 June year (2018) ,627 Value Share Awards Award Date Earliest possible release date Final vesting date Subscription Price ( ) (shares per 10m of additional value) 29 September 1 June June June June June June June June June June June June June June The number of shares which can be released under a value share award is dependent upon TSR outperformance compared with the median of a comparator group over three, four and five-year performance periods:

4 4 at median or below median TSR performance, no shares will vest; and for every 10 million of additional shareholder value created, a pre-determined fixed number of shares will vest (as set out in the table above). This is described in further detail on pages 90, 95 and 96 of SABMiller s 2015 Annual Report. (ii) Options and awards held by Domenic De Lorenzo Share Options Grant date Vesting Date subject to performance conditions (where applicable) (year ending 31 March) Subscription Price ( ) 1 December years (2016) ,210 1 June years (2017) ,500 3 June years (2016) ,760 3 June years (2018) ,240 2 June years (2017) ,090 2 June years (2017) ,110 2 June years (2019) ,979 1 June years (2018) ,117 1 June years (2018) ,983 1 June years (2020) ,991 1 June years (2018) Performance Share Awards Award Date Vesting Date subject to performance conditions (where applicable) (year ending 31 March) Subscription Price ( ) 3 June year (2016) ,000 2 June year (2017) ,090 1 June year (2018) ,975 Value Share Awards Award Date Earliest possible release date Final vesting date Subscription Price ( ) (shares per 10m of additional value) 1 December 1 June June June June June June June June

5 5 2 June June June June June June The number of shares which can be released under a value share award is dependent upon TSR outperformance compared with the median of a comparator group over three, four and five-year performance periods: at median or below median TSR performance, no shares will vest; and for every 10 million of additional shareholder value created, a pre-determined fixed number of shares will vest (as set out in the table above). This is described in further detail on pages 90, 95 and 96 of SABMiller s 2015 Annual Report. (c) and short positions of SABMiller s advisers in ordinary shares in SABMiller J.P. MORGAN STRUCTURED PRODUCTS B.V. (2) Cash-settled derivatives: 46, , , NIL - 138, , J.P. MORGAN (SUISSE) SA 9, NIL - (2) Cash-settled derivatives: 9, NIL - J.P. MORGAN LIMITED 50, Nil -

6 6 (2) Cash-settled derivatives: Nil - Nil - Nil - Nil - 50, Nil - (GS) GOLDMAN, SACHS & CO 6, NIL - (2) Cash-settled derivatives: 6, NIL - MORGAN STANLEY (2) Cash-settled derivatives: 119, , agreements to purchase/sell: 119, , MORGAN STANLEY (JERSEY) LIMITED (2) Cash-settled derivatives: 30, , agreements to purchase/sell: 30, ,

7 7 MORGAN STANLEY HEDGING CO. LTD (2) Cash-settled derivatives: , agreements to purchase/sell: , MORGAN STANLEY B.V. (2) Cash-settled derivatives: 325, , agreements to purchase/sell: 325, , 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). Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL). 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 party to the offer making the disclosure or any person acting in concert with it: 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

8 8 Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, 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 Are any Supplemental Forms attached? Supplemental Form 8 (Open Positions) Supplemental Form 8 (SBL) YES NO Date of disclosure: 11 November 2015 Contact name: Stephen Shapiro Group Company Secretary Telephone number: Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be ed 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) The Code can be viewed on the Panel s website at

9 9 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: Name of offeror/offeree in relation to whose relevant securities the disclosure relates: J.P. Morgan Structured Products B.V. SABMiller plc 2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS) Class of relevant security Ordinary Product description e.g. call option Fixed Written or purchased Number of securities to which option or derivative relates Exercise price per unit Purchased 91,936* Type e.g. American, European etc. Expiry date American 26/10/16 Share Coupon GBP Noted * This instrument may in certain circumstances be physically settled and the interest in shares has been calculated as the maximum number of SABMiller plc shares that the counterparty may acquire at the exercise price. 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) The Code can be viewed on the Panel s website at Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd