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BHP Billiton Plc - Notice of Change of Interests of Substantial Holder Report on
Acceptance Facility
BHP Billiton PlcRegistration number 3196209
Registered in England and Wales
Share Code: BIL
ISIN: GB00005665041 June 2005
To: Company Announcements Platform Mr. Peter Horton - WMC
The Australian Stock Exchange New York Stock Exchange
Swiss Stock Exchange JSE Securities Exchange SA
LONDON STOCK EXCHANGE Deutsche Bank
Old Broad Street UBS Zurich
London EC2N 1HP United Kingdom
Notice of Change of Interests of Substantial Holder
Report on Acceptance Facility
In accordance with Chapter 6C of the Corporations Act 2001 (Cwth), BHP Billitonissues the attached ASIC Form 604 (Notice of Change of Interests of Substantial
Holder) in relation to the ordinary shares in WMC Resources Ltd (WMC Resources).
BHP Billiton reports that since its most recent acceptance facility report on 31
May 2005, the aggregate of:- the number of WMC Resources shares in respect of which acceptance instructions
(in the form of acceptance forms and/or directions to custodians to accept BHP
Billiton`s offer) have been received in the Acceptance Facility as at 7:30pm
yesterday (as advised by Merrill Lynch Equities (Australia) Limited to BHPBilliton); and
- the number of WMC Resources shares in which BHP Billiton has a relevant
interest,
has increased from 13.33% to 16.35%.The following table is a breakdown of the aggregate amount between those two
categories.
Number of WMC Percentage of WMC
Resources Shares Resources` existing issued shares
Acceptance Facility 70,509,791 6.00%
Relevant interest 121,622,420 10.35%
TOTALS 192,132,211 16.35%In addition, BHP Billiton notes that it holds economic exposure to 50,624,000
WMC Resources shares (4.31% of the issued share capital) through cash settled
derivative contracts.
Yours sincerelyRoss Mallett
Deputy Company Secretary
Form 604
Corporations Act 2001Section 671B
Notice of change of interests of substantial holder
To Company WMC Resources Ltd
Name/SchemeACN/ARSN 76 004 184 598
1. Details of substantial holder (1)
Name BHP Billiton Limited
ACN/ARSN (if 49 004 028 077applicable)
This notice is also given by BHP Billiton Limited on behalf of BHP Billiton Plc
and on behalf of BHP Billiton Limited`s controlled bodies corporate
(Subsidiaries) and on behalf of BHP Billiton Plc`s controlled bodies corporateincluding those named in Annexure A of the Form 603 `Notice of initial
substantial holder` dated 22 March 2005
There was a change in
the interests of thesubstantial holder from 31/05/2005
The previous notice was 31/05/2005
given to the company on
The previous notice was 31/05/2005dated
2. Previous and present voting power
The total number of votes attached to all the voting shares in the company or
voting interests in the scheme that the substantial holder or an associate (2)had a relevant interest (3) in when last required, and when now required, to
give a substantial holding notice to the company or scheme, are as follows:
Class of Previous notice Present notice
securities (4) Person`s votes Voting power Person`s Voting
(5) votes power (5)
Ordinary 86,173,237 7.33% 121,622,420 10.35%
shares3. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest
of the substantial holder or an associate in voting securities of the company or
scheme, since the substantial holder was last required to give a substantialholding notice to the company or scheme are as follows:
Date of Person whose Nature of Considera Class and Person`s
change relevant change (6) tion number of votes
interest given in securities affected changed relation affected
to change
(7)
31/05/2005 BHP Billiton Purchaser of $7.85 for 35,449,183 35,449,183 Lonsdale securities each WMC ordinary
Investments pursuant to Resources shares
Pty Ltd contracts Ltd
arising as a ordinary result of share
acceptances of
takeover offers
as set out in the Bidder`s
Statement, the
form of which
was given to the Australian
Stock Exchange
Limited by the
substantial holder on 21
March 2005
As above BHP Billiton Taken under Nil As above As above
for BHP Limited section for BHP for BHPBilliton 608(3)(b) of Billiton Billiton
Lonsdale the Lonsdale Lonsdale
Investment Corporations Investments Investments
s Pty Ltd Act to have a Pty Ltd Pty Ltd relevant
interest by
reason of
having control of BHP Billiton
Lonsdale
Investments Pty
Ltd As above Each of the Taken under Nil As above As above
for BHP Subsidiaries section for BHP for BHP
Billiton 608(3)(a) of Billiton Billiton
Lonsdale the Lonsdale LonsdaleInvestment Corporations Investments Investments
s Pty Ltd Act to have a Pty Ltd Pty Ltd
relevant
interest by reason of
having voting
power (through
the relevant interests of
its associate,
BHP Billiton
Limited) above 20% in BHP
Billiton
Lonsdale
Investments Pty Ltd
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting
securities after the change are as follows: Holder of Registered Person Nature of Class and Person`s
relevant holder of entitled relevant number of votes
interest securities to be interest (6) securities
registered as holder (8)
BHP Billiton Various BHP Billiton Power to 121,622,420 121,622,4
Lonsdale offerees who Lonsdale control ordinary
Investments have accepted Investments disposal of shares Pty Ltd the takeover Pty Ltd the
offers securities
referred to pursuant to
in paragraph the 3 contracts
referred to
in paragraph
3 BHP Billiton As above for BHP Billiton Taken under As above for As above
Limited BHP Billiton Lonsdale section BHP Billiton BHP Billi
Lonsdale Investments 608(3)(b) of Lonsdale Lonsdale
Investments Pty Ltd the Investments Investment Pty Ltd Corporations Pty Ltd Pty Ltd
Act to have
a relevant
interest by reason of
having
control of
BHP Billiton Lonsdale
Investments
Pty Ltd
Each of the As above for BHP Billiton Taken under As above for As above Subsidiaries BHP Billiton Lonsdale section BHP Billiton BHP Billi
Lonsdale Investments 608(3)(a) of Lonsdale Lonsdale
Investments Pty Ltd the Investments Investment
Pty Ltd Corporations Pty Ltd Pty Ltd Act to have
a relevant
interest by
reason of having
voting power
(through the
relevant interests of
its
associate,
BHP Billiton Limited)
above 20% in
BHP Billiton
Lonsdale Investments
Pty Ltd
5. Changes in association
The persons who have become associates (2) of, ceased to be associates of, orhave changed the nature of their association (9) with, the substantial holder in
relation to voting interests in the company or scheme are as follows:
Name and ACN/ARSN Nature of association
(if applicable) Not applicable Not applicable
6. Addresses
The addresses of persons named in this form are as follows:
Name Address BHP Billiton C/- BHP BIlliton Limited
Limited and each 180 Lonsdale Street, Melbourne, Victoria
other person on 3000
whose behalf this notice is given
Signature
print name Ross Mallett capac Deputy
ity Company Secretary
sign here date 1/06/2005
DIRECTIONS
(1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or
the manager and trustee of an equity trust), the names could be
included in an annexure to the form. If the relevant interests of a
group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of
each group, with the names and addresses of members is clearly set out
in paragraph 6 of the form.
(2) See the definition of `associate` in section 9 of the Corporations Act 2001.
(3) See the definition of `relevant interest` in sections 608 and 671B(7)
of the Corporations Act 2001.
(4) The voting shares of a company constitute one class unless divided into separate classes.
(5) The person`s votes divided by the total votes in the body corporate or
scheme multiplied by 100.
(6) Include details of: (a) any relevant agreement or other circumstances because of which the
change in relevant interest occurred. If subsection 671B(4)
applies, a copy of any document setting out the terms of any
relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must
accompany this form, together with a written statement certifying
this contract, scheme or arrangement; and
(b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers
or disposal of the securities to which the relevant interest
relates (indicating clearly the particular securities to which the
qualification applies). See the definition of `relevant agreement` in section 9 of the
Corporations Act 2001.
(7) Details of the consideration must include any and all benefits, money
and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that
acquisition. Details must be included even if the benefit is
conditional on the happening or not of a contingency. Details must be
included on any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not
paid directly to the person from whom the relevant interest was
acquired.
(8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option)
write `unknown``.
(9) Give details, if appropriate, of the present association and any
change in that association since the last substantial holding notice.Date: 01/06/2005 08:22:39 AM Produced by the JSE SENS Department |
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