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RNS Number : 7880N 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 Anglo American plc
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"
BHP Group Limited
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:
Name of director Number of Anglo American plc ordinary shares held Percentage of total issued share capital (excluding treasury shares) (%)*
Stuart Chambers 20,362 0.00
Duncan Wanblad 557,456((1)) 0.04
John Heasley 13,574 0.00
Ian Tyler 701 0.00
Hilary Maxson 500 0.00
Hixonia Nyasulu 2,564 0.00
Ian Ashby 2,671 0.00
Magali Anderson 998 0.00
Marcelo Bastos 1,825 0.00
Nonkululeko Nyembezi 4,389 0.00
* Percentages have been given to two decimal places.
(1) Duncan Wanblad holds 443,287 shares and his close relatives hold 114,169
shares.
Interests held as options or awards by directors of Anglo American plc in
Anglo American plc ordinary shares
Duncan Wanblad
Share Plan Number of relevant securities Grant Date Vesting Date Exercise Price
Long-Term Incentive Plan 90,978 (2022) 21 April 2022 11 March 2025 Nil
132,275 (2023) 10 March 2023 March 2026 Nil
22,045 (2023) 28 April 2023 March 2026 Nil
253,671 (2024) 8 March 2024 March 2027 Nil
John Heasley
Share Plan Number of relevant securities Grant Date Vesting Date Exercise Price
Long-Term Incentive Plan 151,977 (2024) 8 March 2024 March 2027 Nil
Non-Cyclical Share Award Plan* 41,196 1 December 2023 April 2025 Nil
27,317 1 December 2023 April 2026 Nil
7,264 15 April 2024 April 2027 Nil
*These awards were granted to John Heasley as compensation for awards that
John forfeited from, or would otherwise have been granted by, his previous
employer.
Interests of connected advisers
Goldman Sachs International
Class of relevant security: USD 0.54945 ordinary and ADRs
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 13.5((1)) 0.00 NIL NIL
(2) Cash-settled derivatives: NIL NIL 2,533 0.00
(3) Stock-settled derivatives (including options) and agreements to NIL NIL NIL NIL
purchase/sell:
13.5 0.00 2,533 0.00
TOTAL:
(1) Interest comprised of 27 American Depositary Receipts. One ADR in Anglo
American plc represents one half of an ordinary share in Anglo American plc.
Morgan Stanley & Co. International plc
Class of relevant security: USD 0.54945 ordinary
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 161,315 0.01 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:
161,315 0.01 Nil Nil
TOTAL:
* Percentages have been given to two decimal places.
(1) Duncan Wanblad holds 443,287 shares and his close relatives hold 114,169
shares.
Interests held as options or awards by directors of Anglo American plc in
Anglo American plc ordinary shares
Duncan Wanblad
Share Plan Number of relevant securities Grant Date Vesting Date Exercise Price
Long-Term Incentive Plan 90,978 (2022) 21 April 2022 11 March 2025 Nil
132,275 (2023) 10 March 2023 March 2026 Nil
22,045 (2023) 28 April 2023 March 2026 Nil
253,671 (2024) 8 March 2024 March 2027 Nil
John Heasley
Share Plan Number of relevant securities Grant Date Vesting Date Exercise Price
Long-Term Incentive Plan 151,977 (2024) 8 March 2024 March 2027 Nil
Non-Cyclical Share Award Plan* 41,196 1 December 2023 April 2025 Nil
27,317 1 December 2023 April 2026 Nil
7,264 15 April 2024 April 2027 Nil
*These awards were granted to John Heasley as compensation for awards that
John forfeited from, or would otherwise have been granted by, his previous
employer.
Interests of connected advisers
Goldman Sachs International
Class of relevant security: USD 0.54945 ordinary and ADRs
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 13.5((1)) 0.00 NIL NIL
(2) Cash-settled derivatives: NIL NIL 2,533 0.00
(3) Stock-settled derivatives (including options) and agreements to NIL NIL NIL NIL
purchase/sell:
13.5 0.00 2,533 0.00
TOTAL:
(1) Interest comprised of 27 American Depositary Receipts. One ADR in Anglo
American plc represents one half of an ordinary share in Anglo American plc.
Morgan Stanley & Co. International plc
Class of relevant security: USD 0.54945 ordinary
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 161,315 0.01 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:
161,315 0.01 Nil Nil
TOTAL:
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 BANK EUROPE SE AS A CONCERT PARTY
Name of offeror/offeree in relation to whose relevant securities this form ANGLO AMERICAN PLC
relates:
2. SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL
POSITIONS
Class of relevant security: USD 0.54945 ordinary
Number %
Securities borrowed: 46,413 0.00
Securities lent (including securities subject to a security financial NIL NIL
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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