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:

+44 20 7676 6969

 

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 +44 (0)20 7638 0129.

 

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 +44 (0)20 7638 0129.

 

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

 

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