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
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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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Policy.
END
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