TIDMBHP
RNS Number : 2410K
BHP Group Limited
20 December 2022
NEWS RELEASE
Release Time IMMEDIATE
Date 20 December 2022
Release Number 40/22
BHP AND OZ MINERALS EXTEND EXCLUSIVITY PERIOD
BHP provides an update to its announcement on 18 November 2022
that confirmed BHP had entered into a Confidentiality and
Exclusivity Deed with OZ Minerals Limited (OZL) in relation to
BHP's revised non-binding indicative proposal to acquire 100% of
OZL by way of a scheme of arrangement for a cash price of A$28.25
per OZL share (the Proposal). Under the Confidentiality and
Exclusivity Deed, OZL granted BHP four weeks to undertake exclusive
due diligence and negotiate a binding scheme implementation deed
(SID).
In accordance with the terms of the Confidentiality and
Exclusivity Deed, the exclusivity period has been extended for a
further week until Tuesday 27 December 2022. This follows
confirmation by BHP to OZL of completion of due diligence and the
proposed cash price of A$28.25 per OZL share. The extension allows
for finalisation and agreement of the binding SID.
The terms of any SID are subject to OZ Minerals Board approval
and BHP Board approval. There is no guarantee that any transaction
will eventuate or proceed at this stage.
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: +61 407 033 909
Mobile: +61 411 071 715
Europe, Middle East and Africa Europe, Middle East and Africa
Neil Burrows James Bell
Tel: +44 20 7802 7484 Tel: +44 2078 027 144
Mobile: +44 7786 661 683 Mobile: +44 7961 636 432
Americas Americas
Renata Fernandaz Monica Nettleton
Mobile: +56 9 8229 5357 Mobile: +1 (416) 518-6293
BHP Group Limited ABN 49 004
028 077
LEI WZE1WSENV6JSZFK0JC28
Registered in Australia
Registered Office: 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
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Disclaimer and important notice
Forward-looking statements
This announcement may contain forward-looking statements,
including statements regarding the Proposal and related
transactions, such as the expected timing and benefits . Words such
as 'anticipate', 'believe', 'aim', 'estimate', 'expect', 'intend',
'may', 'target', 'plan', 'forecast', 'project', 'schedule', 'will',
'should', 'seek' and other similar words or expressions identify
forward-looking statements. Forward-looking statements are based on
assumptions and contingencies that are subject to change without
notice and involve known and unknown risks , uncertainties and
other factors , including those associated with the industries in
which BHP and OZL operate. Many of these risks are beyond the
control of BHP and its related bodies corporate and affiliates, and
each of their respective directors, officers, employees, partners,
consultants, contractors, agents, advisers and representatives. It
is believed that the expectations reflected in forward-looking
statements are reasonable, but they may be affected by a range of
variables which could cause results, performance or achievements to
be materially different from the results, performance or
achievements that are or may be expressed or implied by those
forward-looking statements or any projections or assumptions on
which those statements are based.
Factors that could cause actual results or performance to differ
materially from those expressed or implied in the forward-looking
statements include, but are not limited to: price fluctuations,
actual demand, currency fluctuations, geotechnical factors,
drilling and production results, development progress, operating
results, engineering estimates, reserve estimates, loss of market,
industry competition, environmental risks, physical risks,
legislative, fiscal and regulatory developments, economic and
financial markets, conditions in various countries, approvals and
cost estimates. Except as required by applicable regulations or
law, BHP assumes no obligation, and does not undertake, to update
any forward-looking statements or information regularly in part or
whole.
Investors are strongly cautioned not to place undue reliance on
forward-looking statements, particularly in light of the current
economic climate. Forward-looking statements are provided as a
general guide only and should not be relied on as an indication or
guarantee of future performance. These statements may assume the
success of the Proposal , OZL's operations or BHP's business
strategies, the success of which may not be realised within the
period for which the forward-looking statements may have been
prepared, or at all. No guarantee, representation or warranty,
express or implied, is made as to the accuracy, likelihood of
achievement or reasonableness of any forecasts, prospects, returns,
statements or tax treatment in relation to future matters contained
in this announcement. To the maximum extent permitted by law, none
of BHP, its directors, employees, agents or advisers, nor any other
person accepts any liability for any loss arising from the use of
this announcement or its contents or otherwise arising in
connection with it.
Limitation of information in relation to OZL
All information in this announcement in relation to OZL has been
sourced from publicly available information in respect of OZL. BHP
has conducted public due diligence in relation to the Proposal ,
but has not independently verified such information and, to the
maximum extent permitted by law, makes no representation or
warranty, expressed or implied, as to the fairness, accuracy,
correctness, completeness or adequacy of any information relating
to OZL. Receipt of additional or updated information may change any
forward-looking statements concerning OZL in this announcement. OZL
may have a different interpretation of the underlying data and
release other information to the market.
No offer or solicitation
This communication relates to the Proposal . This communication
is not intended to and does not constitute an offer to sell or the
solicitation of an offer to subscribe for or buy any securities or
a solicitation of any vote or approval with respect to the Proposal
or otherwise, nor shall there be any offer, solicitation or sale of
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction.
The person responsible for arranging the release of this
announcement on behalf of BHP is Stefanie Wilkinson, Group Company
Secretary.
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END
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