NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO
OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION.
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29 May 2024
Anglo American response to Rule 2.8
announcement from BHP
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Further to the announcement made
this morning by Anglo American plc ("Anglo American") in relation
to a potential offer from BHP Group Limited ("BHP"), the Board of
Anglo American (the "Board") notes the announcement from BHP
confirming that it does not intend to make an offer for Anglo
American. As a result, BHP is bound by the restrictions set out in
Rule 2.8 of the Takeover Code.
Stuart Chambers, Chairman of Anglo
American, commented:
"Anglo American has set out a clear
pathway to accelerate delivery of its strategy and to unlock
significant value for its shareholders. Our shareholders will
benefit from value transparency and undiluted exposure to a simpler
portfolio of world class assets, consistently stronger operational
performance, and highly attractive growth in copper, premium iron
ore and crop nutrients. Anglo American's management team, supported
by the Board, is fully focused on delivering the plans it has set
out to accelerate value delivery, and doing so at pace.
"I thank Anglo American's
shareholders and stakeholders for their constructive dialogue
throughout this period, and our employees for their resilience and
commitment. We look forward to delivering our plans for the benefit
of our shareholders and for stakeholders, both in our host
countries and more broadly."
For further information, please
contact:
IMPORTANT NOTICES
Centerview Partners UK LLP ("Centerview"), which is authorised
and regulated in the United Kingdom by the Financial Conduct
Authority, is acting exclusively as financial adviser to Anglo
American and no one else in connection with the matters set out in
this announcement and will not be responsible to anyone other than
Anglo American for providing the protections afforded to its
clients or for providing advice in relation to the contents of this
announcement or any other matters referred to in this announcement.
Neither Centerview nor any of its affiliates, nor any of
Centerview's and such affiliates' respective members, directors,
officers, controlling persons or employees owes or accepts any
duty, liability or responsibility whatsoever (whether direct or
indirect, consequential, whether in contract, in tort, in delict,
under statute or otherwise) to any person who is not a client of
Centerview in connection with this announcement, any statement
contained herein or otherwise.
Goldman Sachs International, ("Goldman Sachs") which is
authorised by the Prudential Regulation Authority and regulated by
the Financial Conduct Authority and the Prudential Regulation
Authority in the United Kingdom, is acting exclusively for Anglo
American and no one else in connection with the matters referred to
in this announcement and will not be responsible to anyone other
than Anglo American for providing the protections afforded to
clients of Goldman Sachs International, or for providing advice in
relation to the matters referred to in this
announcement.
Morgan
Stanley & Co. International plc ("Morgan Stanley") which is
authorised by the Prudential Regulation Authority and regulated by
the Financial Conduct Authority and the Prudential Regulation
Authority in the UK is acting as financial adviser to Anglo
American and no one else in connection with the matters set out in
this announcement. In connection with such matters, Morgan Stanley,
its affiliates and their respective directors, officers, employees
and agents will not regard any other person as their client, nor
will they be responsible to any other person for providing the
protections afforded to their clients or for providing advice in
relation to the contents of this announcement or any other matter
referred to herein.
General information
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 Anglo American's website
at www.angloamerican.com
by no later than 12 noon
(London time) on the business day following the date of this
announcement. The content of the website referred to in this
announcement is not incorporated into and does not form part of
this announcement.
The release,
publication or distribution of this announcement in jurisdictions
outside the United Kingdom may be restricted by law or regulation
and therefore persons into whose possession this announcement comes
should inform themselves about, and observe, such restrictions. Any
failure to comply with the restrictions may constitute a violation
of the securities laws or regulations of any such
jurisdictions.
Notes to editors:
Anglo American is a leading global
mining company and our products are the essential ingredients in
almost every aspect of modern life. Our portfolio of world-class
competitive operations, with a broad range of future development
options, provides many of the future-enabling metals and minerals
for a cleaner, greener, more sustainable world and that meet the
fast growing every day demands of billions of consumers. With our
people at the heart of our business, we use innovative practices
and the latest technologies to discover new resources and to mine,
process, move and market our products to our customers - safely and
sustainably.
As a responsible producer of copper,
nickel, platinum group metals, diamonds (through De Beers), and
premium quality iron ore and steelmaking coal - with crop nutrients
in development - we are committed to being carbon neutral across
our operations by 2040. More broadly, our Sustainable Mining Plan
commits us to a series of stretching goals to ensure we work
towards a healthy environment, creating thriving communities and
building trust as a corporate leader. We work together with our
business partners and diverse stakeholders to unlock enduring value
from precious natural resources for the benefit of the communities
and countries in which we operate, for society as a whole, and for
our shareholders. Anglo American is re-imagining mining to improve
people's lives.
www.angloamerican.com
In this document, references to
"Anglo American", the "Anglo American Group", the "Group", "we",
"us", and "our" are to refer to either Anglo American plc and its
subsidiaries and/or those who work for them generally, or where it
is not necessary to refer to a particular entity, entities or
persons. The use of those generic terms herein is for convenience
only, and is in no way indicative of how the Anglo American Group
or any entity within it is structured, managed or controlled. Anglo
American subsidiaries, and their management, are responsible for
their own day-to-day operations, including but not limited to
securing and maintaining all relevant licences and permits,
operational adaptation and implementation of Group policies,
management, training and any applicable local grievance mechanisms.
Anglo American produces group-wide policies and procedures to
ensure best uniform practices and standardisation across the Anglo
American Group but is not responsible for the day to day
implementation of such policies. Such policies and procedures
constitute prescribed minimum standards only. Group operating
subsidiaries are responsible for adapting those policies and
procedures to reflect local conditions where appropriate, and for
implementation, oversight and monitoring within their specific
businesses.
Disclaimer
This document is for information
purposes only and does not constitute, nor is to be construed as,
an offer to sell or the recommendation, solicitation, inducement or
offer to buy, subscribe for or sell shares in Anglo American or any
other securities by Anglo American or any other party. Further, it
should not be treated as giving investment, legal, accounting,
regulatory, taxation or other advice and has no regard to the
specific investment or other objectives, financial situation or
particular needs of any recipient.
Forward-looking statements
and third party information
This document includes
forward-looking statements. All statements other than statements of
historical facts included in this document, including, without
limitation, those regarding Anglo American's financial position,
business, acquisition and divestment strategy, dividend policy,
plans and objectives of management for future operations, prospects
and projects (including development plans and objectives relating
to Anglo American's products, production forecasts and Ore Reserve
and Mineral Resource positions) and sustainability performance
related (including environmental, social and governance) goals,
ambitions, targets, visions, milestones and aspirations, are
forward-looking statements. By their nature, such forward-looking
statements involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or
achievements of Anglo American or industry results to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking statements.
Such forward-looking statements are
based on numerous assumptions regarding Anglo American's present
and future business strategies and the environment in which Anglo
American will operate in the future. Important factors that could
cause Anglo American's actual results, performance or achievements
to differ materially from those in the forward-looking statements
include, among others, levels of actual production during any
period, levels of global demand and commodity market prices,
unanticipated downturns in business relationships with customers or
their purchases from Anglo American, mineral resource exploration
and project development capabilities and delivery, recovery rates
and other operational capabilities, safety, health or environmental
incidents, the effects of global pandemics and outbreaks of
infectious diseases, the impact of attacks from third parties on
our information systems, natural catastrophes or adverse geological
conditions, climate change and extreme weather events, the outcome
of litigation or regulatory proceedings, the availability of mining
and processing equipment, the ability to obtain key inputs in a
timely manner, the ability to produce and transport products
profitably, the availability of necessary infrastructure (including
transportation) services, the development, efficacy and adoption of
new or competing technology, challenges in realising resource
estimates or discovering new economic mineralisation, the impact of
foreign currency exchange rates on market prices and operating
costs, the availability of sufficient credit, liquidity and
counterparty risks, the effects of inflation, terrorism, war,
conflict, political or civil unrest, uncertainty, tensions and
disputes and economic and financial conditions around the world,
evolving societal and stakeholder requirements and expectations,
shortages of skilled employees, unexpected difficulties relating to
acquisitions or divestitures, competitive pressures and the actions
of competitors, activities by courts, regulators and governmental
authorities such as in relation to permitting or forcing closure of
mines and ceasing of operations or maintenance of Anglo American's
assets and changes in taxation or safety, health, environmental or
other types of regulation in the countries where Anglo American
operates, conflicts over land and resource ownership rights and
such other risk factors identified in Anglo American's most recent
Annual Report. Forward-looking statements should, therefore, be
construed in light of such risk factors and undue reliance should
not be placed on forward-looking statements. These forward-looking
statements speak only as of the date of this document. Anglo
American expressly disclaims any obligation or undertaking (except
as required by applicable law, the City Code on Takeovers and
Mergers, the UK Listing Rules, the Disclosure and Transparency
Rules of the Financial Conduct Authority, the Listings Requirements
of the securities exchange of the JSE Limited in South Africa, the
SIX Swiss Exchange, the Botswana Stock Exchange and the Namibian
Stock Exchange and any other applicable regulations) to release
publicly any updates or revisions to any forward-looking statement
contained herein to reflect any change in Anglo American's
expectations with regard thereto or any change in events,
conditions or circumstances on which any such statement is
based.
Nothing in this document should be
interpreted to mean that future earnings per share of Anglo
American will necessarily match or exceed its historical published
earnings per share. Certain statistical and other information
included in this document is sourced from third party sources
(including, but not limited to, externally conducted studies and
trials). As such it has not been independently verified and
presents the views of those third parties, but may not necessarily
correspond to the views held by Anglo American and Anglo American
expressly disclaims any responsibility for, or liability in respect
of, such information.
©Anglo American Services (UK) Ltd
2024. TM
and TM are trademarks of Anglo
American Services (UK) Ltd.
Legal Entity Identifier:
549300S9XF92D1X8ME43