|
|
BHP - all-cash offer to Noront increased
BHP Lonsdale Investments (Pty) Ltd. (“BHP Lonsdale”), a wholly owned subsidiary of BHP, and Noront Resources Ltd. (TSXV: NOT) ("Noront") announced that BHP has agreed to increase its all-cash offer for Noront shares to CAD0.75 per share (the “Offer”).
The Noront Board, considering the superior CAD0.75 per share cash purchase price in the amended Offer, has determined that the proposal from Wyloo Metals Pty Ltd. (“Wyloo”), at a price of CAD0.70 per share, has ceased to be a "superior proposal", and recommends the Noront shareholders tender their shares to the BHP Offer.
Shareholders have until 11:59 p.m. (Toronto Time) on November 9, 2021 to accept the increased Offer and tender their shares.
Improved Premium & Highest All-Cash Offer Available to Shareholders
BHP’s increased Offer of CAD0.75 per Noront share is superior to other offers available to Noront and its shareholders. BHP had the option to match Wyloo and elected to exceed Wyloo’s proposal by CAD0.05. BHP’s increased offer delivers compelling value to Noront shareholders.
On May 21, 2021, the last trading day prior to Wyloo’s f irst publicly announced intention to make an offer for Noront at CAD0.315 per share.
Certainty of Value Today; Protection from Execution & Dilution Risk
The Offer provides 100% cash consideration for Noront shares, providing Noront shareholders with certainty of value now while removing financing, market, regulatory and execution risks to Noront shareholders.
BHP recognizes that delivering Noront’s portfolio of projects in the Ring of Fire is expected to take many years, require significant capital investment, development of remote infrastructure, and management of numerous stakeholders. There is no certainty that shareholders remaining invested in Noront will ever realize the value for their shares offered by BHP in cash today.
Noront's Board of Directors, with input from its financial and legal advisors and the Special Committee, determined the improved offer is fair, from a financial point of view, to Noront shareholders (other than BHP Lonsdale and its affiliates).
The BHP Offer Does Not Require Wyloo’s Support
Wyloo’s support of the transaction is not required in order for the Offer to be successful. In order for Noront shareholders to receive the CAD0.75 all-cash offer price for their shares, at least 50% of shares not owned by BHP must be tendered. Only those who tender their shares will receive the cash consideration of CAD0.75 per share. If shareholders other than Wyloo support the Offer and tender their shares, the Offer will succeed.
|
|
Click here for original article
|
| |
BHP Group plc - BHP Group Plc Notification of Majo
BHP Group plc - BHP Group Plc Notification of Major Interest in Shares
SENS Announcement Classification:
1. Statements
2. Interest in Shares
|
|
Click here for original article
|
| |
BHP - operational review
Note: All guidance is subject to further potential impacts from COVID-19 during the 2022 financial year.
- We safely delivered reliable operational performance during the quarter as we executed a series of planned major maintenance activities across our assets.
- All production and unit cost guidance/(1)/ remains unchanged for the 2022 financial year.
- Our major projects under development are tracking to plan, with two new projects, the Jansen Stage 1 potash project and the Shenzi North development project in the US Gulf of Mexico, approved during the September 2021 quarter. The Jansen shaft project is 96% complete, and the Trion oil project in Mexico moved into the Front End Engineering Design (FEED) phase and is expected to progress to a Final Investment Decision from mid-calendar year 2022.
- The announced agreement to pursue a proposed merger of our Petroleum business with Woodside to create a global top 10 independent energy company is progressing to plan, with full form transaction documents expected in November 2021.
- We announced our intention to unify our corporate structure under BHP's existing Australian parent company subject to final Board and other approvals. Unification would create a simplified structure and enhance strategic flexibility. If approved, unification is expected to occur in March 2022 quarter.
- In Petroleum, the Calypso appraisal well Bongos-3 in Trinidad and Tobago spud on 27 July 2021 and encountered hydrocarbons. A side track is currently being drilled to complete the appraisal.
- In Copper exploration, BHP exercised its option to form an exploration joint venture with Red Tiger Resources for the Intercept Hill copper project, which borders BHP's Oak Dam site in South Australia.
Major development projects
During the September 2021 quarter, the BHP Board approved an investment of USD5.7 billion (CAD7.5 billion) for the Jansen Stage 1 project in Canada and USD544 million for the Shenzi North development project in the US Gulf of Mexico.
At the end of the September 2021 quarter, BHP had four major projects under development, in petroleum (Mad Dog Phase 2 and Shenzi North development) and potash (Jansen mine shafts and Jansen Stage 1), with a combined budget of USD11.42 billion over the life of the projects.
Corporate update
In August 2021, we announced a merger proposal to combine our Petroleum business with Woodside Petroleum Ltd by an all-stock merger, subject to confirmatory due diligence, negotiation and execution of full form transaction documents and satisfaction of conditions precedent including required approvals. The proposed merger would create a global top 10 independent energy company by production and be the largest energy company on the Australian Stock Exchange. Execution of a Share Sale Agreement and Integration and Transition Services Agreement is expected to take place in November 2021. Following receipt of all approvals, the merger is expected to be completed in the second quarter of the 2022 calendar year with an effective date of 1 July 2021. An integration team with representatives from both companies has been established and is progressing integration planning activities, which includes developing a path to unlock estimated synergies of more than USD400 million per annum.
In August 2021, we also announced that we intend to unify our dual listed company (DLC) structure, subject to final Board approval, third party consents, regulatory, shareholder and court approvals. Unification would result in a corporate structure that is simpler, more efficient and improves portfolio flexibility to maximise value for shareholders over the long-term, including facilitating a simpler separation of Petroleum. Constructive engagement with regulators and third parties continues and the process remains on track. If all approvals are received, unification is expected to occur in the March 2022 quarter.
On 14 September 2021, BHP released its Climate Transition Action Plan 2021 (CTAP). The CTAP builds on the Climate Change Report we released in September last year and has been designed with reference to the structure of the Climate Action 100+ Net Zero Company Benchmark, which was established in late 2020. It provides an update on BHP's performance in a format that responds to evolving investor assessment and disclosure frameworks, announces our enhanced position on Scope 3, and continues BHP's demonstrated and long-term commitment to engagement and transparency on our approach to climate change.
In October 2021, we entered into renewable energy supply agreements that will see Olympic Dam reduce its operational emissions to zero for 50 per cent of its electricity consumption by 2025, based on current forecast demand. Iberdrola Renewable Energy Park near Port Augusta in South Australia will supply the renewable energy under the agreement and, once in operation in July 2022, will be Australia's largest solar-wind hybrid plant. This announcement follows BHP's entry into renewable energy agreements for BHP's operations in Western Australia, Queensland and Chile.
In October 2021, we also signed a Memorandum of Understanding (MoU) with South Korea's POSCO, one of the world's largest steelmakers to jointly explore greenhouse gas emissions reduction technologies in the integrated steelmaking value chain.
Our Support Agreement with Noront Resources (Noront) to make an all-cash takeover offer for Noront remains in place. Noront owns an extensive land package that includes the Eagle's Nest nickel and copper deposit in the James Bay Lowlands, Ontario, in an emerging metals area known as the Ring of Fire.
Samarco's Judicial Reorganisation process is continuing in the Commercial Courts of Belo Horizonte, State of Minas Gerais. The Judicial Reorganisation is a means for Samarco to restructure its financial debts in order to establish a sustainable independent financial position as Samarco continues to rebuild its operations safely and meet its Renova Foundation obligations.
In addition, negotiations are ongoing with State and Federal Prosecutors and certain other Brazilian public authorities in relation to the review of the Framework Agreement. The Framework Agreement was entered into between Samarco, Vale and BHP Brasil and the relevant Brazilian authorities in March 2016 and established Foundation Renova to develop and implement environmental and socio-economic programs to remediate and provide compensation for damage caused by the Samarco dam failure. The suspended R$155 billion (approximately USD30 billion) Federal Public Prosecution Office claim is under discussion as part of these negotiations, which were provided for in the Governance Agreement signed between the parties in 2018.
|
|
Click here for original article
|
| |
BHP - 2021 AGM presentation
The following document was submitted to the FCA National Storage Mechanism and will shortly be available for inspection at: data.fca.org.uk/#/nsm/nationalstoragemechanism
BHP Group Plc 2021 AGM Presentation
The document will also shortly be available via BHP’s website at: www.bhp.com/investors/presentations-events/meetings
The Annual General Meeting of BHP Group Plc can be accessed at: edge.media-server.com/mmc/p/8e2yermz.
Further information on BHP can be found at bhp.com.
|
|
Click here for original article
|
| |
BHP Group plc - BHP Group Plc 2021 AGM Speeches
BHP Group plc - BHP Group Plc 2021 AGM Speeches
SENS Announcement Classification:
1. General
2.
|
|
Click here for original article
|
| |
| |
|
| Closing price data source: JSE Ltd. All other statistics calculated by ProfileData. |
| |
|
|
