BHP GROUP PLC – Update on Recommended All-Cash Offer for Noront Resources Limited – SENS

0
                            

Update on recommended all-cash offer for Noront Resources Limited

BHP Group Plc
Registration number 3196209
Registered in England and Wales
Share code: BHP
ISIN: GB00BH0P3Z91

NEWS RELEASE

Release Time IMMEDIATE
Date 3 November 2021
Release Number 25/21

Update on recommended all-cash offer for Noront Resources Limited

Further to BHP’s release on 20 October 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:
Stephanie Wilkinson
Group Company Secretary

Media Relations Investor Relations

Email: [email protected] Email: [email protected]

Australia and Asia Australia and Asia

Gabrielle Notley Dinesh Bishop
Tel: +61 3 9609 3830 Mobile: +61 411 071 715 Mobile: +61 407 033 909

Europe, Middle East and Africa Europe, Middle East and Africa

Neil Burrows James Bell
Tel: +44 20 7802 7484 Mobile: +44 7786 661 Tel: +44 20 7802 7144 Mobile: +44 7961 636
683 432

Americas Americas

Judy Dane Brian Massey
Tel: +1 713 961 8283 Mobile: +1 713 299 5342 Tel: +1 713 296 7919 Mobile: +1 832 870 7677

BHP Group Limited ABN 49 004 028 077 BHP Group plc Registration number 3196209
LEI WZE1WSENV6JSZFK0JC28 LEI 549300C116EOWV835768
Registered in Australia Registered in England and Wales
Registered Office: Level 18, 171 Collins Street Registered Office: Nova South, 160 Victoria Street
Melbourne Victoria 3000 Australia London SW1E 5LB United Kingdom
Tel +61 1300 55 4757 Fax +61 3 9609 3015 Tel +44 20 7802 4000 Fax +44 20 7802 4111

Members of the BHP Group which is
headquartered in Australia

BHP extends tender expiry following commencement of discussions with
Wyloo Metals
Melbourne, Victoria – November 2, 2021 – BHP Lonsdale Investments Pty Ltd (“BHP Lonsdale”), a wholly owned
subsidiary of BHP, announced today that it is currently in discussions with Wyloo Metals Pty Ltd (“Wyloo Metals”)
regarding its potential support of BHP’s $0.75 per share offer to acquire Noront Resources Ltd. (TSXV:NOT)
(“Noront”). To allow more time for those discussions to progress, BHP is extending the initial expiry of its offer
from 11:59 p.m. (Toronto time) on November 9, 2021 to 7:00 p.m. (Toronto Time) on November 16, 2021. The
earliest time BHP will be taking up Noront shares under its bid will be at the new expiry time.

BHP and Wyloo Metals have engaged in initial conversations and 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 (the “Notice of Variation”) in respect of the change to the initial expiry will be mailed shortly to
Noront shareholders and will be available under Noront’s profile on SEDAR at www.sedar.com and on Noront’s
website at www.norontresources.com.

BHP’s offer expires at 7:00 p.m. (Toronto Time) on November 16, 2021.

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 create
value by growing our exposure to a portfolio of world-class, expandable assets in future-facing commodities. We
create value for our stakeholders and the communities where we operate by focusing on safety, sustainability,
innovation and exceptional performance.

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

Sponsor: UBS South Africa (Pty) Limited

Media Relations Investor Relations
Email: [email protected] Email: [email protected]

Australia and Asia Australia and Asia

Gabrielle Notley Dinesh Bishop
Tel: +61 3 9609 3830 Mobile: +61 411 071 715 Mobile: + 61 407 033 909

Europe, Middle East and Africa Europe, Middle East and Africa

Neil Burrows James Bell
Tel: +44 20 7802 7484 Mobile: +44 7786 661 683 Tel: +44 2078 027 144 Mobile: +44 7961 636 432

Americas Americas

Judy Dane Brian Massey
Tel: +1 713 961 8283 Mobile: +1 713 299 5342 Tel: +1 713 296 7919 Mobile: +1 832 870 7677

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 [email protected]

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.

Although BHP Western Mining Resources International Pty Ltd (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 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. 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 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 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 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 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.

Date: 03-11-2021 07:05:00
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 completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.


Source link

Leave A Reply

Your email address will not be published.