Form 8.3 - BHP Group Limited

Societe Generale SA

21 May 2024

 

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the "Code")

1.         KEY INFORMATION

(a) Full name of discloser:	SOCIETE GENERALE SA
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):      The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:      Use a separate form for each offeror/offeree	BHP Group Limited
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:
(e) Date position held/dealing undertaken:      For an opening position disclosure, state the latest practicable date prior to the disclosure	20/05/2024
(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?      If it is a cash offer or possible cash offer, state "N/A"	Yes: Anglo American PLC

2.         POSITIONS OF THE PERSON MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

Class of relevant security:	Ordinary NPV
	Interests		Short positions
	Number	%	Number	%
(1)  Relevant securities owned and/or controlled:	7,595,706	0.15	63,674	0.00
(2)  Cash-settled derivatives:	68,128	0.00	*6,430,037	0.13
(3)  Stock-settled derivatives (including options) and agreements to purchase/sell:	6,200	0.00	28,000	0.00
TOTAL:	7,670,034	0.15	6,521,711	0.13

*The change in the holding of 2,643,651 shares is due to a derivative which is referenced to a basket of securities becoming disclosable for the purpose of the code 

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

(b)        Rights to subscribe for new securities (including directors' and other employee options)

Class of relevant security in relation to which subscription right exists:
Details, including nature of the rights concerned and relevant percentages:

3.         DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a)        Purchases and sales

Class of relevant security	Purchase/sale	Number of securities	Price per unit GBP
Ordinary NPV	Purchase	24,306	24.3296
Ordinary NPV	Purchase	71	24.36
Ordinary NPV	Purchase	100	24.36
Ordinary NPV	Purchase	720	24.36
Ordinary NPV	Purchase	1,103	24.36
Class of relevant security	Purchase/sale	Number of securities	Price per unit EUR
Ordinary NPV	Purchase	3	28.3
Ordinary NPV	Purchase	600	28.455
Ordinary NPV	Purchase	70	28.28
Ordinary NPV	Purchase	300	28.465
Ordinary NPV	Purchase	319	28.46
Class of relevant security	Purchase/sale	Number of securities	Price per unit AUD
Ordinary NPV	Purchase	6,825	45.72
Ordinary NPV	Purchase	2,088,418	46.01
Ordinary NPV	Purchase	37,809	45.72
Class of relevant security	Purchase/sale	Number of securities	Price per unit USD
ADR	Purchase	90	61.5433
Class of relevant security	Purchase/sale	Number of securities	Price per unit GBP
Ordinary NPV	Sale	13	24.34
Ordinary NPV	Sale	867	24.36
Ordinary NPV	Sale	107	24.3
Ordinary NPV	Sale	567	24.36
Class of relevant security	Purchase/sale	Number of securities	Price per unit AUD
Ordinary NPV	Sale	1	45.87
Ordinary NPV	Sale	1	45.87
Ordinary NPV	Sale	4	45.87
Ordinary NPV	Sale	5	45.8
Ordinary NPV	Sale	7	45.87
Ordinary NPV	Sale	8	45.8
Ordinary NPV	Sale	19	45.87
Ordinary NPV	Sale	21	45.87
Ordinary NPV	Sale	33	45.87
Ordinary NPV	Sale	40	45.87
Ordinary NPV	Sale	42	45.87
Ordinary NPV	Sale	49	45.87
Ordinary NPV	Sale	52	45.87
Ordinary NPV	Sale	58	45.87
Ordinary NPV	Sale	58	45.87
Ordinary NPV	Sale	77	45.87
Ordinary NPV	Sale	97	45.87
Ordinary NPV	Sale	100	45.87
Ordinary NPV	Sale	107	45.87
Ordinary NPV	Sale	112	45.87
Ordinary NPV	Sale	120	45.87
Ordinary NPV	Sale	140	45.87
Ordinary NPV	Sale	165	45.8
Ordinary NPV	Sale	198	45.87
Ordinary NPV	Sale	206	45.9
Ordinary NPV	Sale	216	45.87
Ordinary NPV	Sale	247	45.8
Ordinary NPV	Sale	300	45.87
Ordinary NPV	Sale	300	45.87
Ordinary NPV	Sale	305	45.87
Ordinary NPV	Sale	392	45.9
Ordinary NPV	Sale	400	45.87
Ordinary NPV	Sale	402	45.87
Ordinary NPV	Sale	411	45.87
Ordinary NPV	Sale	497	45.87
Ordinary NPV	Sale	1,575	45.8
Ordinary NPV	Sale	1,608	45.9
Ordinary NPV	Sale	1,794	45.9
Ordinary NPV	Sale	1,833	45.87
Ordinary NPV	Sale	2,000	45.8
Ordinary NPV	Sale	2,000	45.9
Class of relevant security	Purchase/sale	Number of securities	Price per unit EUR
Ordinary NPV	Sale	24,306	28.4614
Ordinary NPV	Sale	600	28.76
ADR	Sale	90	56.5556

(b)        Cash-settled derivative transactions

Class of relevant security	Product description e.g., CFD	Nature of dealing e.g., opening/closing a long/short position, increasing/reducing a long/short position	Number of reference securities	Price per unit GBP
Ordinary NPV	CFD	Reducing a long position	13	24.34
Class of relevant security	Product description e.g., CFD	Nature of dealing e.g., opening/closing a long/short position, increasing/reducing a long/short position	Number of reference securities	Price per unit EUR
Ordinary NPV	Listed Call Warrant	Reducing a short position	150	3.5
Ordinary NPV	Listed Call Warrant	Reducing a short position	20	2.1
Ordinary NPV	Listed Call Warrant	Reducing a short position	5	3
Ordinary NPV	Listed Call Warrant	Increasing a short position	200	8.438
Ordinary NPV	Listed Call Warrant	Increasing a short position	0.5	9.4
Ordinary NPV	Listed Call Warrant	Increasing a short position	165	6.1
Ordinary NPV	Listed Call Warrant	Increasing a short position	50	3.9
Ordinary NPV	Listed Call Warrant	Increasing a short position	20	2.8
Ordinary NPV	Listed Call Warrant	Increasing a short position	30	3.8
Ordinary NPV	Listed Call Warrant	Increasing a short position	20	0.75

(c)        Stock-settled derivative transactions (including options)

(i)         Writing, selling, purchasing or varying

Class of relevant security

Product description e.g. call option

Writing, purchasing, selling, varying etc.

Number of securities to which option relates

Exercise price per unit

Type e.g. American, European etc.

Expiry date

Option money paid/ received per unit

(ii)        Exercise

Class of relevant security

Product description e.g. call option

Exercising/ exercised against

Number of securities

Exercise price per unit

(d)        Other dealings (including subscribing for new securities)

Class of relevant security

Nature of dealing e.g. subscription, conversion

Details

Price per unit (if applicable)

4.         OTHER INFORMATION

(a)        Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer: Irrevocable commitments and letters of intent should not be included.  If there are no such agreements, arrangements or understandings, state "none"

None

(b)        Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to: (i)  the voting rights of any relevant securities under any option; or (ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced: If there are no such agreements, arrangements or understandings, state "none"

None

(c)        Attachments

Is a Supplemental Form 8 (Open Positions) attached?

Yes

Date of disclosure:	21/05/2024
Contact name:	Paul Jenkins
Telephone number:	[phone]

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on [phone].

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

                                                               SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

1.         KEY INFORMATION

Full name of person making disclosure:	SOCIETE GENERALE SA
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:	BHP Group Limited

2.         STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class of relevant security	Product description e.g. call option	Written or purchased	Number of securities to which option or derivative relates	Exercise price per unit AUD	Type e.g. American, European etc.	Expiry date
Ordinary NPV	Listed Call Option	Purchased	28,000	47.26	American	20/06/2024
Class of relevant security	Product description e.g. call option	Written or purchased	Number of securities to which option or derivative relates	Exercise price per unit USD	Type e.g. American, European etc.	Expiry date
Ordinary NPV	Listed Put Option	Purchased	6,200	42.5	American	17/01/2025

3.         AGREEMENTS TO PURCHASE OR SELL ETC.

Full details should be given so that the nature of the interest or position can be fully understood:

It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to cash-settled derivatives.

The currency of all prices and other monetary amounts should be stated.

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on [phone].

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 

END