10 February 2011
Rio Tinto Jersey Holdings 2010 Limited (RTJ) has extended the offer period for its takeover bid for all of the shares in Riversdale Mining Limited (Riversdale) by a period of 14 days. The offer is now due to close at 7.00pm (Sydney, Australia time) on 4 March 2011 (unless further extended or withdrawn).
Attached, in relation to this extension, are copies of the following documents:
· a notice under section 650D of the Corporations Act 2001 (Cth) (Corporations Act) of the variation of the offer for this extension;
· a notice under section 630(2) of the Corporations Act, which confirms that 24 February 2011 is the new date for giving notice as to the status of the conditions of the offer; and
· a letter to Riversdale shareholders in relation to the extension of the offer period.
RTJ's offer for Riversdale remains subject to a number of conditions (which are set out in the Bidder's Statement dated 10 January 2011)[1], including a greater than 50% minimum acceptance condition (MAC).
Institutional Acceptance Facility
RTJ has also today established an institutional acceptance facility (IAF), to be operated by Computershare Investor Services.
The IAF allows eligible institutional Riversdale shareholders that do not wish to accept the offer until it has become unconditional to indicate their intention to accept prior to the offer becoming unconditional. To ensure RTJ is able to fulfil the MAC, put itself in a position to declare its bid unconditional and therefore pay the cash consideration available under the offer, we encourage you to accept the offer or provide your acceptance instructions into the IAF as soon as possible.
In accordance with section 647(3)(b) of the Corporations Act, attached is a copy of the first supplementary bidder's statement in relation to the offer, which sets out further information relating to the IAF.
The offer has been unanimously recommended by the Board of Riversdale in the absence of a superior proposal. Riversdale shareholders should ensure they read the Target's Statement dated 24 January 2011, which outlines the reasons for the Riversdale Directors' recommendation. RTJ also notes that on 6 December 2010, Riversdale announced that it was in discussions with Rio Tinto about a possible corporate transaction. It has now been in excess of two months since the market was made aware of a possible change of control transaction regarding Riversdale and in that time no other offer has emerged. In addition, Riversdale in its Target's Statement noted that as of the date of the Target's Statement "no superior proposal had been received by the Riversdale Board and they are not aware of any party having an intention to make such a proposal".
RTJ encourages Riversdale shareholders to accept its attractive $16 cash offer now.
A Notice of Variation of Offer was today submitted to the Australian Securities Exchange. A copy of this notice is available at www.riotinto.com.
Rio Tinto is a leading international mining group headquartered in the UK, combining Rio Tinto plc, a London and NYSE listed company, and Rio Tinto Limited, which is listed on the Australian Securities Exchange.
Rio Tinto's business is finding, mining, and processing mineral resources. Major products are aluminium, copper, diamonds, energy (coal and uranium), gold, industrial minerals (borax, titanium dioxide, salt, talc) and iron ore. Activities span the world but are strongly represented in Australia and North America with significant businesses in South America, Asia, Europe and southern Africa.
For further information, please contact:
Media Relations, EMEA / Americas Illtud Harri Office: +44 (0) 20 7781 1152 Mobile: +44 (0)7920 503 600 Tony Shaffer Office: +44 (0) 20 7781 1138 Mobile: +44 (0) 7920 041 003 Christina Mills Office: +44 (0) 20 7781 1154 Mobile: +44 (0) 7825 275 605 |
Media Relations, Australia / Asia David Luff Karen Halbert Office: +61 (0) 3 9283 3627 Mobile: +61 (0) 412 119 389 Bruce Tobin Office: +61 (0) 3 9283 3612 Mobile: +61 (0) 419 103 454 |
Media Relations, Canada Bryan Tucker Office: +1 (0) 514 848 8151 Mobile: +1 (0) 514 825 8319 |
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Investor Relations, London Mark Shannon Office: +44 (0) 20 7781 1178 Mobile: +44 (0) 7917 576597 David Ovington Office: +44 (0) 20 7781 2051 Mobile: +44 (0) 7920 010 978
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Investor Relations, Australia Dave Skinner Office: +61 (0) 3 9283 3628 Mobile: +61 (0) 408 335 309 Simon Ellinor Office: +61 (0) 7 3361 4365 Mobile: +61 (0) 439 102 811 Christopher Maitland Office: +61 (0) 3 9283 3063 Mobile: +61 (0) 459 800 131 |
Investor Relations, North America Jason Combes Office: +1 (0) 801 204 2919 Mobile: +1 (0) 801 558 2645 |
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Website: www.riotinto.com
Email: media.enquiries@riotinto.com / enquiries.mediaaustralia@riotinto.com
[1] On 21 January 2011, RTJ announced to ASX that the condition to its offer relating to FIRB approval had been satisfied on that same day.