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Statement regarding possible offer for Anglo American plc
Anglo American plc (the "Company")
Registered office: 17 Charterhouse Street, London EC1N 6RA
Registered number: 3564138 (incorporated in England and Wales)
Legal Entity Identifier: 549300S9XF92D1X8ME43
ISIN: GBOOB1XZS820
JSE Share Code: AGL
NSX Share Code: ANM
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 THAT JURISDICTION.
THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND
MERGERS (THE "CODE") AND DOES NOT CONSTITUTE AN ANNOUNCEMENT OF A FIRM INTENTION TO
UNDERTAKE ANY TRANSACTION UNDER RULE 2.7 OF THE CODE. ACCORDINGLY, THERE CAN BE NO
CERTAINTY THAT ANY OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY SUCH OFFER
WOULD BE MADE.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
FOR IMMEDIATE RELEASE
24 April 2024
Statement regarding possible offer for Anglo American plc
The Board of Anglo American plc ("Anglo American") notes the recent press speculation and confirms
that it is has received an unsolicited, non-binding and highly conditional combination proposal from BHP
Group Limited ("BHP").
The proposal comprises an all-share offer for Anglo American by BHP and would be preceded by separate
demergers by Anglo American of its entire shareholdings in Anglo American Platinum Limited and Kumba
Iron Ore Limited to Anglo American shareholders. The two parts of the proposal would be inter-
conditional.
The Board is currently reviewing this proposal with its advisers.
There can be no certainty that any offer will be made nor as to the terms on which any such offer might
be made.
Pending any further announcements Anglo American shareholders should take no action. A further
announcement will be made as and when appropriate.
Under Rule 2.6(a) of the Code, BHP must by not later than 5.00 p.m. on 22 May 2024, either announce a
firm intention to make an offer for Anglo American in accordance with Rule 2.7 of the Code or announce
that it does not intend to make an offer, in which case the announcement will be treated as a statement
to which Rule 2.8 of the Code applies. This deadline will only be extended with the consent of the
Takeover Panel in accordance with Rule 2.6(c) of the Code.
As a consequence of this announcement, an 'offer period' has now commenced in respect of the
Company in accordance with the rules of the Code and the attention of shareholders is drawn to the
disclosure requirements of Rule 8 of the Code, which are summarised below.
The Company has a primary listing on the Main Market of the London Stock Exchange and secondary
listings on the Johannesburg Stock Exchange, the Botswana Stock Exchange, the Namibia Stock Exchange
and the SIX Swiss Exchange.
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
For further information, please contact:
Media Investors
UK UK
James Wyatt-Tilby Paul Galloway
james.wyatt-tilby@angloamerican.com paul.galloway@angloamerican.com
Tel: +44 (0)20 7968 8759 Tel: +44 (0)20 7968 8718
Marcelo Esquivel Tyler Broda
marcelo.esquivel@angloamerican.com tyler.broda@angloamerican.com
Tel: +44 (0)20 7968 8891 Tel: +44 (0)20 7968 1470
Rebecca Meeson–Frizelle Emma Waterworth
rebecca.meeson-frizelle@angloamerican.com emma.waterworth@angloamerican.com
Tel: + 44 (0)20 7968 1374 Tel: +44 (0) 20 7968 8574
South Africa Juliet Newth
Nevashnee Naicker juliet.newth@angloamerican.com
nevashnee.naicker@angloamerican.com Tel: +44 (0)20 7968 8830
Tel: +27 (0)11 638 3189
Michelle Jarman
Sibusiso Tshabalala michelle.jarman@angloamerican.com
sibusiso.tshabalala@angloamerican.com Tel: +44 (0)20 7968 1494
Tel: +27 (0)11 638 2175
Centerview Partners UK LLP
(Financial Adviser to Anglo American)
James Hartop Tel: +44 (0)20 7409 9700
Edward Rowe
Fiona McHardy
Goldman Sachs International
(Financial Adviser to Anglo American)
Mark Sorrell Tel: +44 (0)20 7774 1000
David Hammond
Bertie Whitehead
Morgan Stanley & Co. International plc
(Financial Adviser to Anglo American)
Simon Smith Tel: +44 (0)20 7425 8000
Anthony Zammit
Tom Perry
Linklaters LLP is retained as legal adviser to Anglo American.
The person responsible for this announcement is Richard Price, Legal & Corporate Affairs Director
(Company Secretary), Anglo American plc.
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 25 April 2024. 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.
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), 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.
Notes:
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
Registered Number: 3564138 Legal Entity Identifier: 549300S9XF92D1X8ME43
Date: 25-04-2024 07:05:00
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