REG - Glencore PLC - Statement regarding Rio Tinto

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RNS Number : 2471O  Glencore PLC  08 January 2026

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 OR REGULATIONS OF THAT JURISDICTION

THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS
AND MERGERS (THE "CODE") AND IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO
MAKE AN OFFER UNDER RULE 2.7 OF THE CODE AND THERE CAN BE NO CERTAINTY THAT
ANY OFFER WILL BE MADE NOR AS TO THE TERMS OF ANY SUCH OFFER

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

8 January 2026

Glencore PLC ("Glencore")

Statement regarding Rio Tinto

Glencore notes recent media speculation and confirms that it is in preliminary
discussions with Rio Tinto plc and Rio Tinto Limited (together, "Rio Tinto")
about a possible combination of some or all of their businesses, which could
include an all-share merger between Rio Tinto and Glencore. The parties'
current expectation is that any merger transaction would be effected through
the acquisition of Glencore by Rio Tinto by way of a Court-sanctioned scheme
of arrangement.

There is no certainty that the terms of any transaction or offer will be
agreed, nor as to the terms or structure of any such transaction or offer, if
agreed. Nothing in this announcement shall be construed as indicating any
terms of any such transaction or offer for the purposes of Rule 2.5 of the
Code.

A further announcement will be made as appropriate.

In accordance with Rule 2.6(a) of the Code, Rio Tinto is required, by not
later than 5.00 p.m. on 5 February 2026, to either announce a firm intention
to make an offer for Glencore in accordance with Rule 2.7 of the Code or
announce that it does not intend to make an offer for Glencore, in which case
the announcement will be treated as a statement to which Rule 2.8 of the Code
applies. This deadline will be extended only with the consent of the Panel in
accordance with Rule 2.6(c) of the Code.

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). 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
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.

Given the dual listed companies structure of Rio Tinto plc and Rio Tinto
Limited, each of Rio Tinto plc and Rio Tinto Limited will be treated
separately for the purposes of Rule 8 and the required disclosures.

Inside Information

This announcement contains inside information as stipulated under the Market
Abuse Regulation no 596/2014 (incorporated into UK law by virtue of the
European Union (Withdrawal) Act 2018 as amended by virtue of the Market Abuse
(Amendment) (EU Exit) Regulations 2019). Upon the publication of this
announcement via a regulatory information service, this inside information is
now considered to be in the public domain.

This announcement is authorised for release to the market by Shaun Teichner,
Glencore's General Counsel.

Rule 26.1 disclosure

In accordance with Rule 26.1 of the Code, a copy of this announcement will be
available (subject to certain restrictions relating to persons resident in
restricted jurisdictions) on Glencore's website at www.glencore.com by no
later than 12 noon (London time) on the business day following the date of
this announcement. The content of that website is not incorporated into, and
does not form part of, this announcement.

Rule 2.9 information

In accordance with Rule 2.9 of the Code, Glencore confirms that as at the date
of this announcement, it has 11,743,755,559 ordinary shares of US$0.01 each in
issue (excluding 1,268,109,041 ordinary shares of US$0.01 each held in
treasury). The ordinary shares are listed on the Main Market of the London
Stock Exchange with a secondary listing on the Johannesburg Stock Exchange.
The International Securities Identification Number (ISIN) of the ordinary
shares is JE00B4T3BW64.

Additional information

This announcement is not intended to, and does not, constitute or form part of
any offer, invitation or the solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of, any securities, or the
solicitation of any vote or approval in any jurisdiction, pursuant to this
announcement or otherwise. Any offer, if made, will be made solely by certain
offer documentation which will contain the full terms and conditions of any
offer, including details of how it may be accepted. The distribution of this
announcement in jurisdictions other than the United Kingdom and the
availability of any offer to shareholders of Glencore who are not resident in
the United Kingdom may be affected by the laws of relevant jurisdictions.
Therefore any persons who are subject to the laws of any jurisdiction other
than the United Kingdom or shareholders of Glencore who are not resident in
the United Kingdom will need to inform themselves about, and observe, any
applicable requirements.

LEI number: 2138002658CPO9NBH955

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