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REG - Goldman Sachs FM Pty BHP Group Limited - Form 8 (DD) - BHP Group

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RNS Number : 7492O  Goldman Sachs Financial Markets Pty  16 May 2024

 

FORM 8 (DD)

 

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT
(INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)

Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

 (a) Full name of discloser:                                                     GOLDMAN SACHS FINANCIAL MARKETS PTY LTD
 (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  BHP GROUP LIMITED
 relates:

      Use a separate form for each offeror/offeree
 (d) Status of person making the disclosure:                                     Advisor to ANGLO AMERICAN PLC

      e.g. offeror, offeree, person acting in concert with the
 offeror/offeree (specify name of offeror/offeree)
 (e) Date dealing undertaken:                                                    15 May 2024
 (f)  In addition to the company in 1(c) above, is the discloser making          NO
 disclosures in respect of any other party to the offer?

      If it is a cash offer or possible cash offer, state "N/A"

 

2.         POSITIONS OF THE PERSON 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 following the dealing

 

 Class of relevant security:                                          Ordinary NPV

                                                                      Interests          Short positions
                                                                      Number      %      Number      %
 (1) Relevant securities owned and/or controlled:                     6,946,484   0.13   9,633,579   0.18
 (2) Cash-settled derivatives:                                        9,616,855   0.18   6,929,756   0.13
 (3) Stock-settled derivatives (including options) and agreements to  0           0.00   0           0.00
 purchase/sell:
                                                                      16,563,339  0.32   16,563,335  0.32

      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 (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 BY THE PERSON MAKING THE DISCLOSURE

 

Where there have been dealings in more than one class of relevant securities
of the offeror or offeree named in 1(c), 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

 

(i)         Party to an offer or person acting in concert (except for
a principal trader in the same group as a connected advisor)

 

 Class of relevant security  Purchase/sale  Number of securities  Price per unit

 

(ii)        Principal trader where the sole reason for the connection
is that the principal trader is in the same group as a connected advisor

 

 Class of relevant security  Purchases/ sales  Total number of securities  Highest price per unit paid/received  Lowest price per unit paid/received

 Ordinary NPV                Purchases         282,677                     44.4367 AUD                           43.1500 AUD
 Ordinary NPV                Sales             424,384                     44.2536 AUD                           43.1500 AUD

 

 

(b)        Cash-settled derivative transactions

 

 Class of relevant security  Product description  Nature of dealing                                                              Number of reference securities  Price per unit

                             e.g. CFD             e.g. opening/closing a long/short position, increasing/reducing a long/short
                                                  position
 Ordinary NPV                CFD                  Reducing a long position                                                       1,196                           43.1500 AUD
 Ordinary NPV                CFD                  Reducing a long position                                                       210,000                         43.1500 AUD
 Ordinary NPV                CFD                  Reducing a long position                                                       21,370                          43.1500 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      1,196                           43.1500 AUD
 Ordinary NPV                CFD                  Reducing a long position                                                       102,836                         43.1500 AUD
 Ordinary NPV                CFD                  Reducing a long position                                                       15,532                          43.1500 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      21,370                          43.1500 AUD
 Ordinary NPV                CFD                  Reducing a long position                                                       2,862                           43.1500 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      210,000                         43.1500 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      15,532                          43.1500 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      2,862                           43.1500 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      102,836                         43.1500 AUD
 Ordinary NPV                CFD                  Increasing a short position                                                    3,199                           44.0900 AUD
 Ordinary NPV                CFD                  Opening a short position                                                       5,596                           44.1114 AUD
 Ordinary NPV                CFD                  Opening a short position                                                       9,232                           44.1115 AUD
 Ordinary NPV                CFD                  Increasing a short position                                                    120                             44.1500 AUD
 Ordinary NPV                CFD                  Opening a short position                                                       1,196                           44.1535 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      2,554                           44.1704 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      347                             44.1717 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      5,400                           44.1803 AUD
 Ordinary NPV                CFD                  Reducing a long position                                                       22,048                          44.1984 AUD
 Ordinary NPV                CFD                  Opening a short position                                                       197,908                         44.1984 AUD
 Ordinary NPV                CFD                  Opening a long position                                                        210,000                         44.1986 AUD
 Ordinary NPV                CFD                  Opening a short position                                                       22,468                          44.2209 AUD
 Ordinary NPV                CFD                  Reducing a long position                                                       4,833                           44.2246 AUD
 Ordinary NPV                CFD                  Increasing a short position                                                    15,632                          44.2311 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      1,098                           44.2340 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      25,483                          44.2371 AUD
 Ordinary NPV                CFD                  Opening a long position                                                        22,048                          44.2371 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      2                               44.2400 AUD
 Ordinary NPV                CFD                  Opening a long position                                                        102,836                         44.2508 AUD
 Ordinary NPV                CFD                  Opening a long position                                                        21,940                          44.2512 AUD
 Ordinary NPV                CFD                  Reducing a short position                                                      31,391                          44.2739 AUD
 Ordinary NPV                SWAP                 Opening a short position                                                       3                               43.1500 AUD
 Ordinary NPV                SWAP                 Reducing a short position                                                      3                               43.1500 AUD
 Ordinary NPV                SWAP                 Reducing a long position                                                       3                               43.1500 AUD
 Ordinary NPV                SWAP                 Reducing a long position                                                       3                               43.1500 AUD
 Ordinary NPV                SWAP                 Reducing a short position                                                      3                               43.1500 AUD
 Ordinary NPV                SWAP                 Opening a long position                                                        3                               43.1500 AUD
 Ordinary NPV                SWAP                 Reducing a short position                                                      225                             44.0812 AUD
 Ordinary NPV                SWAP                 Reducing a short position                                                      293                             44.0834 AUD
 Ordinary NPV                SWAP                 Reducing a short position                                                      764                             44.0834 AUD
 Ordinary NPV                SWAP                 Increasing a short position                                                    442                             44.0988 AUD

 

 

(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                           Expiry date  Option money paid/ received per unit

                                                                                                                                                                                      e.g. American, European etc.

 

(ii)        Exercise

 

 Class of relevant security  Product description  Exercising / exercised against  Number of securities  Exercise price per unit

                             e.g. call option

 

(d)        Other dealings (including subscribing for new securities)

 

 Class of relevant security  Nature of dealing               Details  Price per unit (if applicable)

                             e.g. subscription, conversion

 

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 or person acting in concert making the disclosure and any other
 person:

 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 or person acting in concert 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

 

Are any Supplemental Forms attached?

 

 Supplemental Form 8 (Open Positions)  NO
 Supplemental Form 8 (SBL)             YES

 

 

 Date of disclosure:  16 May 2024
 Contact name:        Papa Lette and Andrzej Szyszka
 Telephone number:    +33(1) 4212 1459 / +48(22) 317 4817

 

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
 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:                                                      3,374,330  0.06
 Securities lent (including securities subject to a security financial     845,189    0.01
 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.
 Ordinary NPV                Borrow (New)                                                                  395,634
 Ordinary NPV                Borrow (Full Return)                                                          395,634
 Ordinary NPV                Loan (Full Return)                                                            31,495
 Ordinary NPV                Borrow (Partial Return)                                                       56,812
 Ordinary NPV                Borrow (Full Return)                                                          503,251
 Ordinary NPV                Borrow (New)                                                                  898,885
 Ordinary NPV                Loan (Full Return)                                                            82,080
 Ordinary NPV                Loan (Partial Return)                                                         39,391

 

 

The Panel's Market Surveillance Unit is available for consultation in relation
to the Code'sdisclosure 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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