REG - Takeover Panel Glencore PLC Rio Tinto - Glencore plc - Rule 8.3 disclosure procedures

Rio TintoAnnouncement

09/01/2026 09:00

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RNS Number : 3332O  Takeover Panel  09 January 2026

2026/1

GLENCORE PLC ("GLENCORE")

 

 

RIO TINTO PLC AND RIO TINTO LIMITED ("RIO TINTO")

 

 

Further to the announcements made yesterday by Glencore and Rio Tinto, the
Panel Executive has agreed with Glencore and Rio Tinto the following basis on
which disclosures should be made under Rule 8.3
(https://code.thetakeoverpanel.org.uk/tp/rules/rule-8/rule-8-3.html) of the
Takeover Code (the "Code").

 

Rio Tinto has a dual-holding company structure comprising:

 

(a)  Rio Tinto plc, a public company incorporated in England and Wales whose
securities are admitted to trading on the Main Market of the London Stock
Exchange; and

 

(b)  Rio Tinto Limited, a public company incorporated in Australia whose
securities are admitted to trading on the Australian Securities Exchange.

 

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of
any class of relevant securities of any of (i) Glencore, (ii) Rio Tinto plc or
(iii) Rio Tinto Limited must make an Opening Position Disclosure. Any such
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) Glencore, (ii) Rio Tinto plc and/or (iii) Rio Tinto Limited. 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 22 January 2026. Relevant
persons who deal in relevant securities of (i) Glencore, (ii) Rio Tinto plc
and/or (iii) Rio Tinto Limited 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 any of (i) Glencore, (ii) Rio
Tinto plc or (iii) Rio Tinto Limited must make a Dealing Disclosure if the
person deals in any relevant securities of (i) Glencore, (ii) Rio Tinto plc
and/or (iii) Rio Tinto Limited. 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) Glencore,
(ii) Rio Tinto plc and/or (iii) Rio Tinto Limited, 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.

 

Under Rule 8.3(c) of the Code, where two or more persons act pursuant to an
agreement or understanding, whether formal or informal, to acquire or control
an interest in relevant securities of any of (i) Glencore, (ii) Rio Tinto plc
or (iii) Rio Tinto Limited, they will normally be deemed to be a single person
for the purpose of Rule 8.3.

 

These requirements will continue to apply for so long as there is an offer
period in relation to Glencore in which Rio Tinto is named as a potential
offeror.

 

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 on the Disclosure Table
(https://www.thetakeoverpanel.org.uk/disclosure/disclosure-table) on the
Takeover Panel website, including details of the relevant securities in issue,
when the offer period commenced and when any offeror was first identified.
Disclosure Forms
(https://www.thetakeoverpanel.org.uk/disclosure/disclosure-forms) on which
Opening Position Disclosures and Dealing Disclosures should be made are also
available on the Takeover Panel website.

 

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.

 

 

9 January 2026

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