TIDMBHP

RNS Number : 5499U

BHP Group PLC

03 December 2021

NEWS RELEASE

NEWS RELEASE

 
Release Time     IMMEDIATE 
Date             3 December 2021 
Release Number   33/21 
 
 

Update on recommended all-cash offer for Noront Resources Limited

Further to BHP's release on 24 November 2021, in relation to the recommended all-cash offer to acquire all of the issued and outstanding common shares of Noront Resources Limited by BHP Western Mining Resources International Pty Ltd, an update is provided in the attached release.

Information on BHP can be found at: bhp.com

Authorised for lodgement by:

Stefanie Wilkinson

Group Company Secretary

 
Media Relations                       Investor Relations 
 
 Email: media.relations@bhp.com        Email: investor.relations@bhp.com 
 
Australia and Asia                    Australia and Asia 
 
 Gabrielle Notley                      Dinesh Bishop 
 Tel: +61 3 9609 3830 Mobile:          Mobile: +61 407 033 909 
 +61 411 071 715 
                                       Europe, Middle East and Africa 
 Europe, Middle East and Africa 
                                       James Bell 
 Neil Burrows                          Tel: +44 20 7802 7144 Mobile: 
 Tel: +44 20 7802 7484 Mobile:         +44 7961 636 432 
 +44 7786 661 683 
                                       Americas 
 Americas 
                                       Brian Massey 
 Judy Dane                             Tel: +1 713 296 7919 Mobile: 
 Tel: +1 713 961 8283 Mobile:          +1 832 870 7677 
 +1 713 299 5342 
 
 
 
BHP Group Limited ABN 49 004          BHP Group plc Registration 
 028 077                               number 3196209 
 LEI WZE1WSENV6JSZFK0JC28              LEI 549300C116EOWV835768 
 Registered in Australia               Registered in England and Wales 
 Registered Office: Level 18,          Registered Office: Nova South, 
 171 Collins Street                    160 Victoria Street 
 Melbourne Victoria 3000 Australia     London SW1E 5LB United Kingdom 
 Tel +61 1300 55 4757 Fax +61          Tel +44 20 7802 4000 Fax +44 
 3 9609 3015                           20 7802 4111 
 
  Members of the BHP Group which is 
  headquartered in Australia 
 
  Follow us on social media 
 

BHP extends tender expiry and

BHP and Noront extend outside date under Support Agreement

BHP continuing to progress discussions with Wyloo Metals

Toronto, Ontario/Melbourne, Victoria - December 3, 2021 - BHP Lonsdale Investments Pty Ltd (" BHP Lonsdale "), a wholly-owned subsidiary of BHP, announced today that it is progressing discussions with Wyloo Metals Pty Ltd (" Wyloo Metals ") regarding Wyloo Metals' potential support of BHP's C$0.75 per share offer (the " Offer ") to acquire Noront Resources Ltd. (TSXV:NOT) (" Noront "). To allow more time for those discussions to progress, BHP is extending the expiry of its offer from 7:00 p.m. (Toronto Time) on December 14, 2021 to 7:00 p.m. (Toronto Time) on January 14, 2022. The earliest time BHP will acquire Noront shares under its Offer will be at the new expiry time.

In conjunction with the extension of the expiry time, BHP Lonsdale and Noront also announced that they have amended the Support Agreement, dated July 26, 2021 and previously amended on October 19, 2021, between BHP Lonsdale, its subsidiary BHP Western Mining Resources International Pty Ltd (the "Offeror") and Noront relating to Noront's support of the Offer in order to extend the outside date in that agreement (the "Outside Date") from December 14, 2021 to January 21, 2022. The Outside Date is relevant because, among other things, if the Offeror has not acquired shares under the Offer by the Outside Date, both Noront and the Offeror become permitted to terminate the Support Agreement.

While BHP and Wyloo Metals are considering a mutually beneficial arrangement regarding the acquisition of Noront by BHP, there is no assurance that any agreement will be reached between BHP and Wyloo Metals.

For Noront shareholders

A notice of variation, extension and change in respect of the Offer, a notice of change in respect of Noront's directors' circular and the amendment to the Support Agreement will be available under Noront's profile on SEDAR at www.sedar.com and on Noront's website at www.norontresources.com .

About Noront Resources

Noront Resources Ltd. is focused on the development of its high-grade Eagle's Nest nickel, copper, platinum and palladium deposit and the world class chromite deposits including Blackbird, Black Thor, and Big Daddy, all of which are located in the James Bay Lowlands of Ontario in an emerging metals camp known as the Ring of Fire. www.norontresources.com

About BHP

BHP is a world-leading global resources company. We extract and process minerals, oil and gas, with 80,000 employees and contractors, primarily in Australia and the Americas. Our products are sold worldwide, with sales and marketing led through Singapore and Houston, United States. Our global headquarters are in Melbourne, Australia. Our Potash head office is in Saskatoon and our head office for metals exploration is in Toronto.

Our corporate purpose is to bring people and resources together to build a better world. Our strategy is to deliver long-term value and returns through the cycle. We aim to do this through owning a portfolio of world class assets with exposure to highly attractive commodities that benefit from the mega-trends playing out in the world around us, by operating them exceptionally well, by maintaining a disciplined approach to capital allocation and through being industry leaders in sustainability and the creation of social value.

BHP has a strong track record in Canada

BHP has a strong track record of mining development and investment in Canada over several decades. We have invested in diamonds, potash, exploration, Carbon Capture and Storage (CCS) research, and in environmental preservation through the BHP Foundation in Canada's boreal forest. We have built strong relationships with communities and stakeholders throughout our history in Canada. Earlier this year, BHP approved US$5.7 billion in investment for its Jansen project, for what stands to be one of the world's largest, most modern potash mines and a significant economic driver for Saskatchewan.

www.bhp.com

 
Media Relations                      Investor Relations 
 
 Email: media.relations@bhp.com       Email: investor.relations@bhp.com 
 
Australia and Asia                   Australia and Asia 
 
 Gabrielle Notley                     Dinesh Bishop 
 Tel: +61 3 9609 3830 Mobile: +61     Mobile: + 61 407 033 909 
 411 071 715 
                                      Europe, Middle East and Africa 
 Europe, Middle East and Africa 
                                      James Bell 
 Neil Burrows                         Tel: +44 2078 027 144 Mobile: 
 Tel: +44 20 7802 7484 Mobile:        +44 7961 636 432 
 +44 7786 661 683 
                                      Americas 
 Americas 
                                      Brian Massey 
 Judy Dane                            Tel: +1 713 296 7919 Mobile: 
 Tel: +1 713 961 8283 Mobile: +1      +1 832 870 7677 
 713 299 5342 
 

The Depositary and Information Agent for the Offer is Kingsdale Advisors. If you have any questions, please contact Kingsdale Advisors, by telephone toll-free in North America at 1-866-581-0512 and at 1-416-867-2272 outside North America or by e-mail at contactus@kingsdaleadvisors.com .

Noront

 
Media Relations                 Investor Relations 
Ian Hamilton                    Greg Rieveley 
 Tel: +1 (905) 399 6591          Tel: +1 (416) 367 1444 
 ihamilton@longviewcomms.ca      greg.rieveley@norontresources.com 
 
 Janice Mandel 
 Tel: +1 (647) 300 3853 
 janice.mandel@stringcom.com 
 

Forward looking statements

Certain statements contained in this press release contain "forward-looking information" within the meaning of applicable securities laws and are prospective in nature. Forward-looking information and statements are not based on historical facts, but rather on current expectations and projections about future events, and are therefore subject to risks and uncertainties that could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements.

Forward-looking statements include, but are not limited to, statements regarding: the Offer, including the anticipated timing, mechanics, funding, completion, settlement, results and effects of the Offer; reasons to accept the Offer; and the value inherent in Noront's portfolio of projects, including the Eagle's Nest project and the status of discussions with Wyloo Metals.

Although Noront, the Offeror and BHP Lonsdale believe that the expectations reflected in such forward-looking information and statements are reasonable, such information and statements involve risks and uncertainties, and undue reliance should not be placed on such information and statements. Material factors or assumptions that were applied in formulating the forward-looking information contained herein include, without limitation, the expectations and beliefs of Noront, the Offeror and BHP Lonsdale that the Offer will be successful, that all required regulatory consents and approvals will be obtained and all other conditions to completion of the transaction will be satisfied or waived, and the ability to achieve goals. Noront, the Offeror and BHP Lonsdale caution that the foregoing list of material factors and assumptions is not exhaustive. Many of these assumptions are based on factors and events that are not within the control of Noront, the Offeror or BHP Lonsdale, and there is no assurance that they will prove correct. Consequently, there can be no assurance that the actual results or developments anticipated by Noront, the Offeror and BHP Lonsdale will be realized or, even if substantially realized, that they will have the expected consequences for, or effects on, Noront, the Offeror or BHP Lonsdale, or their respective future results and performance.

Forward-looking information and statements in this press release are based on Noront's, the Offeror's and BHP Lonsdale's beliefs and opinions at the time the statements are made, and there should be no expectation that these forward-looking statements will be updated or supplemented as a result of new information, estimates or opinions, future events or results or otherwise, and Noront, the Offeror and BHP Lonsdale disavow and disclaim any obligation to do so except as required by applicable law. Nothing contained herein shall be deemed to be a forecast, projection or estimate of the future financial performance of the Offeror or any of its affiliates or Noront.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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END

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December 03, 2021 07:14 ET (12:14 GMT)

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