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BIL
BIBLT
BIL - BHP Billiton Plc - Announces early termination of HSR waiting period for
its proposed acquisition of Rio Tinto
BHP Billiton Plc
Share code: BIL
ISIN: GB0000566504
3 July 2008
Number23/08
BHP BILLITON ANNOUNCES EARLY TERMINATION OF HSR WAITING PERIOD FOR ITS PROPOSED
ACQUISITION OF RIO TINTO
BHP Billiton today announced that the U.S. Department of Justice (DoJ) and the
Federal Trade Commission (FTC) have granted early termination of the Hart-Scott-
Rodino (HSR) waiting period for BHP Billiton`s proposed acquisition of Rio Tinto
and the Antitrust Division of the DoJ has concluded its review without further
action.
"We are very pleased that we have received notice of early termination of the
Hart-Scott-Rodino Act waiting period and completion of the Department of Justice
merger review," BHP Billiton`s Chief Commercial Officer, Alberto Calderon said.
Termination of the applicable HSR waiting period satisfies part of the US merger
control pre-condition to BHP Billiton`s proposed offer for Rio Tinto. The offer
remains subject to the pre-conditions as disclosed in Appendix I of the
announcement on 6 February 2008, including that portion of the US merger control
pre-condition referring to certain actions that may be brought by the DoJ or
FTC.
Further information on BHP Billiton can be found on our Internet site:
www.bhpbilliton.com
Australia United Kingdom & South Africa
Samantha Evans, Media Relations Andre Liebenberg, Investor Relations
Tel: +61 3 9609 2898 Mobile: +61 400 Tel: +44 20 7802 4131 Mobile: +44
693 915 7920 236 974
email: Samantha.Evans@bhpbilliton.com email:
Andre.Liebenberg@bhpbilliton.com
Leng Lau, Investor Relations Illtud Harri, Media Relations
Tel: +61 3 9609 4202 Mobile: +61 403 Tel: +44 20 7802 4195 Mobile: +44
533 706 7920 237 246
email: Leng.Y.Lau@bhpbilliton.com email: Illtud.Harri@bhpbilliton.com
United States
Scott Espenshade, Investor Relations
Tel: +1 713 599 6431 Mobile: +1 713 208
8565
email:Scott.Espenshade@bhpbilliton.com
BHP Billiton Limited ABN 49 004 028 077 BHP Billiton Plc Registration number
3196209
Registered in Australia Registered in England and Wales
Registered Office: 180 Lonsdale Street Neathouse Place,
Melbourne Victoria 3000 Australia London SW1V 1BH United Kingdom
Telephone +61 1300 55 4757 Facsimile Telephone +44 20 7802 4000 Facsimile
+61 3 9609 3015 +44 20 7802 4111
Important Notices
The directors of BHP Billiton Limited and BHP Billiton Plc ("BHP Billiton")
accept responsibility for the information contained in this release. Having
taken all reasonable care to ensure that such is the case, the information
contained in this release is, to the best of the knowledge and belief of the
directors of BHP Billiton, in accordance with the facts and contains no omission
likely to affect its import.
Information Relating to the US Offer for Rio Tinto plc
BHP Billiton Limited and BHP Billiton Plc ("BHP Billiton") plan to register the
offer and sale of securities it would issue to Rio Tinto plc US shareholders and
Rio Tinto plc ADS holders by filing with the Securities and Exchange Commission
(the "SEC") a Registration Statement (the "Registration Statement"), which will
contain a prospectus (the "Prospectus"), as well as other relevant materials.
No such materials have yet been filed. This communication is not a substitute
for any Registration Statement or Prospectus that BHP Billiton may file with the
SEC.
U.S. INVESTORS AND U.S. HOLDERS OF RIO TINTO PLC SECURITIES AND ALL HOLDERS OF
RIO TINTO PLC ADSs ARE URGED TO READ ANY REGISTRATION STATEMENT, PROSPECTUS AND
ANY OTHER DOCUMENTS MADE AVAILABLE TO THEM AND/OR FILED WITH THE SEC REGARDING
THE POTENTIAL TRANSACTION, AS WELL AS ANY AMENDMENTS AND SUPPLEMENTS TO THOSE
DOCUMENTS, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION.
Investors and security holders will be able to obtain a free copy of the
Registration Statement and the Prospectus as well as other relevant documents
filed with the SEC at the SEC`s website (http://www.sec.gov), once such
documents are filed with the SEC. Copies of such documents may also be obtained
from BHP Billiton without charge, once they are filed with the SEC.
Information for US Holders of Rio Tinto Limited Shares
BHP Billiton Limited is not required to, and does not plan to, prepare and file
with the SEC a registration statement in respect of the Rio Tinto Limited Offer.
Accordingly, Rio Tinto Limited shareholders should carefully consider the
following:
The Rio Tinto Limited Offer will be an exchange offer made for the securities of
a foreign company. Such offer is subject to disclosure requirements of a foreign
country that are different from those of the United States. Financial statements
included in the document will be prepared in accordance with foreign accounting
standards that may not be comparable to the financial statements of United
States companies.
Information Relating to the US Offer for Rio Tinto plc and the Rio Tinto Limited
Offer for Rio Tinto shareholders located in the US
It may be difficult for you to enforce your rights and any claim you may have
arising under the U.S. federal securities laws, since the issuers are located in
a foreign country, and some or all of their officers and directors may be
residents of foreign countries. You may not be able to sue a foreign company or
its officers or directors in a foreign court for violations of the U.S.
securities laws. It may be difficult to compel a foreign company and its
affiliates to subject themselves to a U.S. court`s judgment.
You should be aware that BHP Billiton may purchase securities of either Rio
Tinto plc or Rio Tinto Limited otherwise than under the exchange offer, such as
in open market or privately negotiated purchases.
Date: 03/07/2008 08:33:14 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
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employees and agents accept no liability for (or in respect of) any direct,
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information disseminated through SENS. |
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