Exchange release
26 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 OR
REGULATIONS OF THAT JURISDICTION
FOR IMMEDIATE RELEASE
BHP Group
Ltd ("BHP")
Rule 2.9
Disclosure
In accordance with Rule 2.9(c) of
the City Code on Takeovers and Mergers (the "Code"), BHP
confirms that as at the date of this announcement, it has in issue
5,071,530,817 ordinary shares. There are no BHP Shares held in
treasury. The International Securities Identification Number (ISIN)
of the shares is AU000000BHP4. BHP's Legal
Entity Identifier is WZE1WSENV6JSZFK0JC28.
BHP has a Level II sponsored ADR
programme for which Citibank acts as Depositary. One ADR represents
two ordinary BHP shares. The BHP ADRs trade on the New York Stock
Exchange. The trading symbol for these securities is BHP, the CUSIP
number is 088606108 and the ISIN is US0886061086.
Media
media.relations@bhp.com
|
Investor Relations
investor.relations@bhp.com
|
Australia and
Asia
Gabrielle Notley
+61 411 071 715
|
Australia and
Asia
John-Paul Santamaria
+61 499 006 018
|
Europe, Middle East and Africa
Neil Burrows
+44 7786 661 683
|
Europe, Middle East and Africa
James Bell
+44 7961 636 432
|
Americas
Megan Hjulfors
+1 (403) 605-2314
Renata Fernandaz
+56 9 8229 5357
|
Americas
Monica Nettleton
+1 (416) 518-6293
|
UBS
(Joint Financial Adviser to BHP)
David Roberts
Sandip Dhillon
Calvin O'Shaughnessy
Campbell Stewart
|
+44 20 7567 8000 /
+61 2 9324 3100
|
Barclays (Joint Financial Adviser to BHP)
Philip Lindop
Adrian Beidas
Bruce Hart
Akshay Majithia
|
+44 20 7623 2323 / +27 (0) 10
0051303
|
BHP
Group Limited
ABN 49 004 028 077
LEI WZE1WSENV6JSZFK0JC28
Registered in Australia
Level 18, 171 Collins
Street
Melbourne
Victoria 3000 Australia
Tel: +61 1300 55 4757 Fax: +61 3
9609 3015
BHP Group is headquartered in
Australia
bhp.com
Important Notices
Barclays Bank PLC, acting through
its Investment Bank ("Barclays"), which is authorised by the
Prudential Regulation Authority and regulated in the United Kingdom
by the Financial Conduct Authority and the Prudential Regulation
Authority, is acting exclusively for BHP and no one else in
connection with the subject matter of this announcement and will
not be responsible to anyone other than BHP for providing the
protections afforded to clients of Barclays nor for providing
advice in relation to the subject matter of this
announcement.
UBS AG London Branch is authorised
and regulated by the Financial Market Supervisory Authority in
Switzerland. It is authorised by the Prudential Regulation
Authority (the "PRA") and subject to regulation by the FCA and
limited regulation by the PRA in the United Kingdom. UBS AG London
Branch and UBS AG Australia Branch (together, "UBS") provided
financial advice to BHP and no one else in connection with the
process or contents of this announcement. In connection with such
matters, UBS will not regard any other person as its client, nor
will it be responsible to any other person for providing the
protections afforded to its clients or for providing advice in
relation to the process, contents of this announcement or any other
matter referred to herein.
Disclosure requirements of the Takeover 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, 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
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.