| Thu 3 Jan 2008, 13:05 | | BIL - BHP Billiton Plc - Rule 2.10 announcement |
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BIL
BIBLT
BIL - BHP Billiton Plc - Rule 2.10 announcement
BHP Billiton Plc
Share code: BIL
ISIN: GB0000566504
3 January 2008
BHP BILLITON PLC - RULE 2.10 ANNOUNCEMENT
In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, BHP
Billiton Plc and BHP Billiton Limited confirm that, as at 31 December 2007, BHP
Billiton Plc had in issue 2,232,522,894 ordinary shares of US$0.50 each
(including 25,515,350 shares held by BHP Billiton Limited) and BHP Billiton
Limited had in issue 3,358,359,496 ordinary shares, excluding shares held as
treasury shares.
The International Securities Identification Number (ISIN) for the BHP Billiton
Plc ordinary shares is GB0000566504 and for the ordinary shares represented by
the BHP Billiton Plc American Depository Receipts is US05545E209. Each BHP
Billiton Plc American Depository Receipt represents two ordinary shares of BHP
Billiton Plc. The ISIN for the BHP Billiton Limited ordinary shares is
AU000000BHP4 and for the ordinary shares represented by the BHP Billiton Limited
American Depository Receipts is US088606108. Each BHP Billiton Limited American
Depository Receipt represents two ordinary shares of BHP Billiton Limited.
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any
person is, or becomes, "interested" (directly or indirectly) in 1% or more of
any class of "relevant securities" of any of BHP Billiton Plc, BHP Billiton
Limited, Rio Tinto Plc or Rio Tinto Limited, all "dealings" in any "relevant
securities" of that company (including by means of an option in respect of, or a
derivative referenced to, any such "relevant securities") must be publicly
disclosed by no later than 3.30 pm (London time) on the London business day
following the date of the relevant transaction.
The relevant disclosure must also include details of all "interests" or
"dealings" in any class of "relevant securities" of the other company which is
part of its DLC structure. Therefore, if, for example, a disclosure is being
made in respect of a dealing in securities of BHP Billiton Plc, an accompanying
disclosure must also be made of interests or short positions held in securities
of BHP Billiton Limited, even if the person`s interest or short position is less
than 1% of the relevant class. The same approach should be adopted in respect of
securities of Rio Tinto Plc and Rio Tinto Limited. Therefore, each disclosure
should consist of two Rule 8.3 disclosure forms, one for the Plc arm of the DLC
structure and one for the Limited arm of the DLC structure, released as one
announcement.
This requirement will continue until the date on which the offer becomes, or is
declared, unconditional as to acceptances, lapses or is otherwise withdrawn or
on which the "offer period" otherwise ends. If two or more persons act together
pursuant to an agreement or understanding, whether formal or informal, to
acquire an "interest" in "relevant securities" of BHP Billiton Plc, BHP Billiton
Limited Rio Tinto Plc or Rio Tinto Limited, they will be deemed to be a single
person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant
securities" of either BHP Billiton or Rio Tinto by BHP Billiton or Rio Tinto, or
by any of their respective "associates", must be disclosed by no later than
12.00 noon (London time) on the London business day following the date of the
relevant transaction.
A disclosure table, giving details of the companies in whose "relevant
securities" "dealings" should be disclosed, and the number of such securities in
issue, can be found on the Takeover Panel`s website at
www.thetakeoverpanel.org.uk.
"Interests in securities" arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes in the price of
securities. In particular, a person will be treated as having an "interest" by
virtue of the ownership or control of securities, or by virtue of any option in
respect of, or derivative referenced to, securities.
Terms in quotation marks are defined in the Code, which can also be found on the
Panel`s website. If you are in any doubt as to whether or not you are required
to disclose a "dealing" under Rule 8, you should consult the Panel.
Further information on BHP Billiton can be found on our Internet site:
www.bhpbilliton.com
Australia United Kingdom
Samantha Evans, Media Relations Andre Liebenberg, Investor Relations
Tel: +61 3 9609 2898 Tel: +44 20 7802 4131 Mobile: +44
Mobile: +61 400 693 915 7920 236 974
Email:Samantha.Evans@bhpbilliton.com Email:Andre.Liebenberg@bhpbilliton.com
Don Carroll, Investor Relations Illtud Harri, Media Relations
Tel: +61 3 9609 2686 Tel: +44 20 7802 4195 Mobile: +44
Mobile: +61 417 591 938 7920 237 246
Email:Don.A.Carroll@bhpbilliton.com Email: Illtud.Harri@bhpbilliton.com
United States South Africa
Tracey Whitehead, Investor & Media Alison GIlbert, Investor Relations
Relations Tel: SA +27 11 376 2121 or
Tel: US +1 713 599 6100 or UK +44 20 7802 4183
UK +44 20 7802 4031 Mobile: +44 7769 936 227
Mobile: +44 7917 648 093 Email:Alison.Gilbert@bhpbilliton.com
Email:Tracey.Whitehead@bhpbilliton.com
Date: 03/01/2008 13:05:02 Produced by the JSE SENS Department.
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