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REG - Anglo American PLC BHP Group Limited - Form 8 (OPD) - BHP Group Limited

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RNS Number : 7882N  Anglo American PLC  09 May 2024

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:                                                     Anglo American plc
 (b) Owner or controller of interests and short positions disclosed, if          N/A
 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  BHP Group Limited
 relates:

      Use a separate form for each offeror/offeree
 (d) Is the discloser the offeror or the offeree?                                OFFEREE
 (e) Date position held:                                                         7 May 2024

      The latest practicable date prior to the disclosure
 (f)  In addition to the company in 1(c) above, is the discloser making          YES
 disclosures in respect of any other party to the offer?

                                                                               If YES, specify which:
      If it is a cash offer or possible cash offer, state "N/A"

                                                                                 Anglo American plc

 

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)        Interests and short positions in the relevant securities of
the offeror or offeree to which the disclosure relates

 

 Class of relevant security:

                                                                      Interests      Short positions

                                                                      Number  %      Number    %
 (1) Relevant securities owned and/or controlled:                     Nil     -      Nil       -
 (2) Cash-settled derivatives:                                        Nil     -      Nil       -

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

      TOTAL:

 

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).

 

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:   N/A
 Details, including nature of the rights concerned and relevant percentages:  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:

 Goldman Sachs International

Class of relevant security:                                          Ordinary Shares and ADRs

                                                                      Interests                Short positions

                                    Number          %        Number      %
 (1) Relevant securities owned and/or controlled:                     7,190,254((1))  0.14     7,128,881   0.14
 (2) Cash-settled derivatives:                                        7,126,773       0.14     7,196,087   0.14

 (3) Stock-settled derivatives (including options) and agreements to  Nil             Nil      Nil         Nil
 purchase/sell:
                                                                      14,317,027      0.28     14,324,968  0.28

      TOTAL:

 

 (1) Interest comprised of 7,190,190 ordinary shares and 32 American Depositary
 Receipts. One ADR in BHP Group Limited represents two ordinary shares in BHP
 Group Limited.

 Morgan Stanley & Co. International plc

Class of relevant security:                                          Ordinary Shares and ADRs

                                                                      Interests              Short positions

                                    Number        %        Number    %
 (1) Relevant securities owned and/or controlled:                     53,352 ((1))  0.00     Nil       Nil
 (2) Cash-settled derivatives:                                        Nil           Nil      Nil       Nil

 (3) Stock-settled derivatives (including options) and agreements to  Nil           Nil      Nil       Nil
 purchase/sell:
                                                                      53,352        0.00     Nil       Nil

      TOTAL:

 

 (1) Interest comprised of 44,366 ordinary shares and 4,493 American Depositary
 Receipts. One ADR in BHP Group Limited represents two ordinary shares in BHP
 Group Limited.

 

(1) Interest comprised of 7,190,190 ordinary shares and 32 American Depositary
Receipts. One ADR in BHP Group Limited represents two ordinary shares in BHP
Group Limited.

 

Morgan Stanley & Co. International plc

 

 Class of relevant security:                                          Ordinary Shares and ADRs

                                                                      Interests              Short positions

                                                                      Number        %        Number    %
 (1) Relevant securities owned and/or controlled:                     53,352 ((1))  0.00     Nil       Nil
 (2) Cash-settled derivatives:                                        Nil           Nil      Nil       Nil

 (3) Stock-settled derivatives (including options) and agreements to  Nil           Nil      Nil       Nil
 purchase/sell:
                                                                      53,352        0.00     Nil       Nil

      TOTAL:

 

(1) Interest comprised of 44,366 ordinary shares and 4,493 American Depositary
Receipts. One ADR in BHP Group Limited represents two ordinary shares in BHP
Group Limited.

 

 

 

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

 

 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)  NO
 Supplemental Form 8 (SBL)             YES

 

 

 Date of disclosure:  9 May 2024
 Contact name:        Clare Davage
 Telephone number:    +44 20 7968 8727

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information Service.

 

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
(http://www.thetakeoverpanel.org.uk) .

SUPPLEMENTAL FORM 8 (SBL)

 

DETAILS OF SECURITIES BORROWING AND LENDING AND

FINANCIAL COLLATERAL ARRANGEMENTS BY

PARTIES TO AN OFFER AND PERSONS ACTING IN CONCERT

Note 5(l) on Rule 8 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

 Full name of person making disclosure:                                      GOLDMAN SACHS FINANCIAL MARKETS PTY LTD AND GOLDMAN SACHS BANK EUROPE SE AS
                                                                             CONCERT PARTIES
 Name of offeror/offeree in relation to whose relevant securities this form  BHP GROUP LIMITED
 relates:

 

 

2.         SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL
POSITIONS

 

 Class of relevant security:                                               Ordinary NPV

                                                                           Number     %

 Securities borrowed:                                                      2,310,705  0.05
 Securities lent (including securities subject to a security financial     2,717,610  0.05
 collateral arrangement with right of use or a title transfer collateral
 arrangement):

 

 

Details of borrowed relevant securities which have been either on-lent or sold
do not need to be disclosed.

 

3.         SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL
TRANSACTIONS

 

 Class of relevant security  Nature of transaction                                                         Number of securities

                             e.g. securities lending/borrowing, delivery/receipt of recalled securities,
                             entering into financial collateral arrangement with right of use, entering
                             into title transfer collateral arrangement etc.

 

 

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
(http://www.thetakeoverpanel.org.uk) .

 

 

 

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