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REG - Anglo American PLC - Rule 2.9 Announcement

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RNS Number : 1021M  Anglo American PLC  25 April 2024

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OF SUCH JURISDICTION

25 April 2024

Anglo American plc ("Anglo American")

Registered office: 17 Charterhouse Street, London EC1N 6RA

Registered number: 3564138 (incorporated in England and Wales)

Legal Entity Identifier: 549300S9XF92D1X8ME43

ISIN: GB00B1XZS820

Rule 2.9 Announcement

In accordance with Rule 2.9 of the City Code on Takeovers and Mergers (the
"Code"), Anglo American confirms that, as at the close of business on 24 April
2024, being the last business day before the date of this announcement, it had
1,337,577,913 ordinary shares of US$0.54945 each in issue.

Anglo American holds no ordinary shares in treasury.

The total number of shares attracting voting rights in Anglo American is
therefore 1,337,577,913.((1))

This figure may be used by shareholders to determine the percentage of issued
share capital they hold in Anglo American for the purposes of the Code,
including to consider their disclosure requirements under Rule 8 of the Code.

Anglo American has a sponsored American Depositary Receipts ("ADR") programme
for which The Bank of New York Mellon acts as the sponsored Depositary. 1 ADR
represents one half of an ordinary share of Anglo American. The ADRs trade on
OTCBB Pink Sheets. The trading symbol for these ADRs is NGLOY and the ISIN is
US03485P3001.

 

Footnote

1.   Of these 112,300,129 ordinary shares are held by Epoch Investment
Holdings (RF) Proprietary Limited, Epoch Two Investment Holdings (RF)
Proprietary Limited and Tarl Investment Holdings (RF) Proprietary Limited, the
independent companies which purchased ordinary shares as part of the Company's
2006 share buyback programme. These independent companies have agreed not to
vote the shares they hold or will hold in the Company (including the
112,300,129 ordinary shares referred to above). Therefore, please note that,
although the ordinary shares held by the independent companies are not
considered treasury shares under UK company law, the voting rights attached to
those ordinary shares held by the independent companies have never been
exercised by them.

 

Enquiries:

 Anglo American

 Media                                         Investors
 UK                                            UK

 James Wyatt-Tilby                             Paul Galloway

 james.wyatt-tilby@angloamerican.com           paul.galloway@angloamerican.com

 Tel: +44 (0)20 7968 8759                      Tel: +44 (0)20 7968 8718

 Marcelo Esquivel                              Tyler Broda

 marcelo.esquivel@angloamerican.com            tyler.broda@angloamerican.com

 Tel: +44 (0)20 7968 8891                      Tel: +44 (0)20 7968 1470

 Rebecca Meeson-Frizelle                       Emma Waterworth

 rebecca.meeson-frizelle@angloamerican.com     emma.waterworth@angloamerican.com

 Tel: +44 (0)20 7968 1374                      Tel: +44 (0)20 7968 8574

 South Africa                                  Juliet Newth

 Nevashnee Naicker                             juliet.newth@angloamerican.com

 nevashnee.naicker@angloamerican.com           Tel: +44 (0)20 7968 8830

 Tel: +27 (0)11 638 3189

                                               Michelle Jarman

michelle.jarman@angloamerican.com
 Sibusiso Tshabalala

                                             Tel: +44 (0)20 7968 1494
 sibusiso.tshabalala@angloamerican.com

 Tel: +27 (0)11 638 2175

 Centerview Partners UK LLP (Financial Adviser to Anglo American)

James Hartop   Tel: +44 (0) 20 7409 9700
 Edward Rowe
 Fiona McHardy

 

 Goldman Sachs International (Financial Adviser to Anglo American)

Mark Sorrell      Tel: +44 (0) 20 7774 1000
 David Hammond
 Bertie Whitehead

 

 Morgan Stanley & Co. International plc (Financial Adviser to Anglo
 American)

Simon Smith     Tel: +44 (0) 20 7425 8000
 Anthony Zammit
 Tom Perry

 

Goldman Sachs International (Financial Adviser to Anglo American)

 Mark Sorrell      Tel: +44 (0) 20 7774 1000
 David Hammond
 Bertie Whitehead

 

Morgan Stanley & Co. International plc (Financial Adviser to Anglo
American)

 Simon Smith     Tel: +44 (0) 20 7425 8000
 Anthony Zammit
 Tom Perry

 

IMPORTANT NOTICES

 

Disclosure requirements of the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of
any class of relevant securities of an offeree company or of any securities
exchange offeror (being any offeror other than an offeror in respect of which
it has been announced that its offer is, or is likely to be, solely in cash)
must make an Opening Position Disclosure following the commencement of the
offer period and, if later, following the announcement in which any securities
exchange offeror is first identified. An Opening Position Disclosure must
contain details of the person's interests and short positions in, and rights
to subscribe for, any relevant securities of each of (i) the offeree company
and (ii) any securities exchange offeror(s). An Opening Position Disclosure by
a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm
(London time) on the 10th business day following the commencement of the offer
period and, if appropriate, by no later than 3.30 pm (London time) on the 10th
business day following the announcement in which any securities exchange
offeror is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a securities exchange offeror prior to
the deadline for making an Opening Position Disclosure must instead make a
Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1%
or more of any class of relevant securities of the offeree company or of any
securities exchange offeror must make a Dealing Disclosure if the person deals
in any relevant securities of the offeree company or of any securities
exchange offeror. A Dealing Disclosure must contain details of the dealing
concerned and of the person's interests and short positions in, and rights to
subscribe for, any relevant securities of each of (i) the offeree company and
(ii) any securities exchange offeror(s), save to the extent that these details
have previously been disclosed under Rule 8. A Dealing Disclosure by a person
to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London
time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of an offeree company or a securities exchange offeror, they will
be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Takeover Panel's website at
http://www.thetakeoverpanel.org.uk (http://www.thetakeoverpanel.org.uk/) ,
including details of the number of relevant securities in issue, when the
offer period commenced and when any offeror was first identified. You should
contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are
in any doubt as to whether you are required to make an Opening Position
Disclosure or a Dealing Disclosure.

Legal Entity Identifier: 549300S9XF92D1X8ME43

 

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