Form 8 (OPD) - Anglo American plc

Anglo American PLC

09 May 2024

 

FORM 8 (OPD)

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

1.         KEY INFORMATION

(a) Full name of discloser:	Anglo American plc
(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.	N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:      Use a separate form for each offeror/offeree	Anglo American plc
(d) Is the discloser the offeror or the offeree?	OFFEREE
(e) Date position held:      The latest practicable date prior to the disclosure	7 May 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 If YES, specify which: BHP Group Limited

2.         POSITIONS OF THE PARTY TO THE OFFER 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

Class of relevant security:
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	Nil	-	Nil	-
(2) Cash-settled derivatives:	Nil	-	Nil	-
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:	Nil	-	Nil	-
TOTAL:	Nil	-	Nil	-

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).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

(b)        Rights to subscribe for new securities

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

3.         POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE

Details of any interests, short positions and rights to subscribe (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:

Name of director Number of Anglo American plc ordinary shares held Percentage of total issued share capital (excluding treasury shares) (%)* Stuart Chambers 20,362 0.00 Duncan Wanblad 557,456(1) 0.04 John Heasley 13,574 0.00 Ian Tyler 701 0.00 Hilary Maxson 500 0.00 Hixonia Nyasulu 2,564 0.00 Ian Ashby 2,671 0.00 Magali Anderson 998 0.00 Marcelo Bastos 1,825 0.00 Nonkululeko Nyembezi 4,389 0.00 * Percentages have been given to two decimal places. (1) Duncan Wanblad holds 443,287 shares and his close relatives hold 114,169 shares.  Interests held as options or awards by directors of Anglo American plc in Anglo American plc ordinary shares Duncan Wanblad Share Plan Number of relevant securities Grant Date Vesting Date Exercise Price Long-Term Incentive Plan 90,978 (2022) 21 April 2022 11 March 2025 Nil 132,275 (2023) 10 March 2023 March 2026 Nil 22,045 (2023) 28 April 2023 March 2026 Nil 253,671 (2024) 8 March 2024  March 2027 Nil John Heasley Share Plan Number of relevant securities Grant Date Vesting Date Exercise Price Long-Term Incentive Plan 151,977 (2024) 8 March 2024 March 2027 Nil Non-Cyclical Share Award Plan* 41,196 1 December 2023 April 2025 Nil 27,317 1 December 2023 April 2026 Nil 7,264 15 April 2024 April 2027 Nil *These awards were granted to John Heasley as compensation for awards that John forfeited from, or would otherwise have been granted by, his previous employer. Interests of connected advisers Goldman Sachs International Class of relevant security: USD 0.54945 ordinary and ADRs Interests Short positions Number % Number % (1) Relevant securities owned and/or controlled: 13.5(1) 0.00 NIL NIL (2) Cash-settled derivatives: NIL NIL 2,533 0.00 (3) Stock-settled derivatives (including options) and agreements to purchase/sell: NIL NIL NIL NIL      TOTAL: 13.5 0.00 2,533 0.00 (1) Interest comprised of 27 American Depositary Receipts. One ADR in Anglo American plc represents one half of an ordinary share in Anglo American plc. Morgan Stanley & Co. International plc Class of relevant security: USD 0.54945 ordinary Interests Short positions Number % Number % (1) Relevant securities owned and/or controlled: 161,315 0.01 Nil Nil (2) Cash-settled derivatives: Nil Nil Nil Nil (3) Stock-settled derivatives (including options) and agreements to purchase/sell: Nil Nil Nil Nil      TOTAL: 161,315 0.01 Nil Nil

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).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

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 party to the offer making the disclosure or any person acting in concert with it: 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 party to the offer making the disclosure, or any person acting in concert with it, 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

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)	NO
Supplemental Form 8 (SBL)	YES

Date of disclosure:	9 May 2024
Contact name:	Clare Davage
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 (SBL)

DETAILS OF SECURITIES BORROWING AND LENDING AND

FINANCIAL COLLATERAL ARRANGEMENTS BY

PARTIES TO AN OFFER AND PERSONS ACTING IN CONCERT

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

1.         KEY INFORMATION

Full name of person making disclosure:	GOLDMAN SACHS BANK EUROPE SE AS A CONCERT PARTY
Name of offeror/offeree in relation to whose relevant securities this form relates:	ANGLO AMERICAN PLC

2.         SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL POSITIONS

Class of relevant security:	USD 0.54945 ordinary
	Number	%
Securities borrowed:	46,413	0.00
Securities lent (including securities subject to a security financial collateral arrangement with right of use or a title transfer collateral arrangement):	NIL	NIL

Details of borrowed relevant securities which have been either on-lent or sold do not need to be disclosed.

3.         SECURITIES BORROWING AND LENDING/FINANCIAL COLLATERAL TRANSACTIONS

Class of relevant security	Nature of transaction e.g. securities lending/borrowing, delivery/receipt of recalled securities, entering into financial collateral arrangement with right of use, entering into title transfer collateral arrangement etc.	Number of securities

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