| Mon 8 Sep 2008, 8:08 | | BIL - BHP Billiton Plc - Letter To BHP Billiton Shareholders |
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BIL
BIBLT
BIL - BHP Billiton Plc - Letter To BHP Billiton Shareholders
BHP Billiton Plc
Share code: BIL
ISIN: GB0000566504
Letter to BHP Billiton Shareholders
Please find attached a letter from the Chairman of BHP Billiton to
shareholders providing an update on a number of developments in the Company.
Fiona Smith
Deputy Company Secretary
8 September 2008
Dear Shareholder,
Following the release of our 2008 results I thought that it was timely to send
you this brief update on a number of positive developments for your company.
Strong Financial Results
You will have seen by now our outstanding results for our last fiscal year (to
June 2008) as presented by our senior management team on 18 August 2008. Our
attributable profit was US$15.4 billion, up 12.4% on our last fiscal year.
This reflects not only the robust demand for our products and strong prices,
but more importantly our excellent operating performance, particularly in
delivering new volume and on containing costs in what has been an inflationary
cost environment for the mining industry.
That our people delivered such an excellent result at a time when there are
many challenges is a testament to their skill and focus, and the leadership of
your CEO, Marius Kloppers, and his leadership team.
These results have enabled us to declare a final dividend of 41 US cents per
share, bringing the 2008 full year dividend to 70 US cents per share. This
represents an annual dividend increase of 49 per cent over last year and 150
per cent over the past three years. The significant upwards rebasing of the
final dividend will form the starting reference point for future periods, and
is a sign of the Board`s confidence in the medium term outlook and the ability
of the business to consistently deliver future earnings and cash flow.
Attached to this letter (see weblink:
www.bhpbilliton.com/bbContentRepository/docs/letterToShareholders8Sep08.pdf)
are some of the key financial measures showing BHP Billiton`s sustained
performance since the merger in 2001, a record of which we are very proud.
New Production and New Projects
During the last 12 months your management team has brought into production 11
major new projects in oil and gas, iron ore, nickel, copper and diamonds. For
our petroleum division this amounts to additional production capacity of
170,000 barrels of oil per day and 97 million cubic feet of gas per day. For
our mineral products, these projects deliver additional production capacity of
21 million tonnes of iron ore, 58,000 tonnes of nickel and 70,000 tonnes of
copper to our customers around the world.
We also currently have another 16 projects under development representing a
total capital cost of US$12.4 billion. In every case, these projects were
approved by the Board after extensive review and analysis confirmed in the
Board`s view that each should deliver material increased value for the company
and meet our return on capital requirements.
Sustainable Development
We are conscious of the need to deliver resources to the world in an
environmentally and socially responsible manner. Climate change is an issue of
particular relevance to the mining industry and I want to assure you that BHP
Billiton is committed to playing a constructive role. As well as exploring
ways to reduce the emissions associated with our businesses, we are working
with governments, industry associations and other stakeholders to address this
global challenge. Along with others, we are leading efforts in the coal
industry to push the commercialisation of technologies capable of reducing,
very significantly, CO2 emissions from the use of coal.
We have maintained our commitment to invest 1 per cent of our pre-tax profit
on a three year rolling average in community programs. During the past
financial year our contribution totalled US$141 million with the majority
committed to projects aimed at improving the health, education, socio-economic
and environmental outcomes in our host communities.
We are also proud of our Matched Giving Program which enables our employees to
direct a proportion of our community expenditure to programs they chose to
support themselves on a dollar for dollar basis. During the past financial
year we matched US$4.8 million dollars in employee contributions (donations,
fundraising or volunteer time) to over 1,000 charities.
Olympics and Paralympics
BHP Billiton is a major sponsor of both the Beijing Olympic Games and the
Paralympic Games. These are global events, and an opportunity for us to
contribute back to the global community. Not only did BHP Billiton operations
provide all of the gold, silver and copper from which the Olympic and
Paralympic medals were made, but our local employees in various countries in
which we operate have been very active in providing pre-Games support for
their local athletes` participation.
We pay tribute to the performance of all participating athletes in the
Olympics who have now returned to their countries and communities as Olympic
heroes, and wish the best of luck to those competing in the Paralympic Games.
Offer for Rio Tinto
Since making our proposal to acquire Rio Tinto in February 2008 we have
continued to progress our offer in a number of ways. We have:
* commenced the process of seeking approval from the various regulatory
authorities whose approval is required to satisfy the pre-conditions of our
offer;
* given several major presentations on our businesses to shareholders and
investors, which can be found in the Investors and Media` section of our
website;
* been meeting regularly with our institutional shareholders, and
* been meeting with a large number of individual shareholders, stockbrokers
and people in the financial services industry.
The theme for these meetings and presentations has been to highlight the
outstanding track record of BHP Billiton, provide some further insight into
our Tier 1 asset portfolio and our future growth opportunities and to explain
the benefits that could be shared by both sets of shareholders from the
combination of the two companies.
Our recent results highlight the strength of BHP Billiton`s diversified
portfolio of assets in a world in which the growth in demand for natural
resources is continuing. The combination of BHP Billiton and Rio Tinto would
enhance the ability to supply those natural resources to customers and create
an organisation without comparison in the natural resources industry in terms
of strategy, asset mix and quality, and culture. Your Board believes the
combination of BHP Billiton and Rio Tinto will benefit the shareholders of
both companies.
We continue to expect that the regulatory review process will be completed by
around the end of the 2008 calendar year. This may seem to some to be a very
slow process, but let me assure you that this timeframe is not unusual for a
transaction of this nature. Following satisfaction or waiver of the pre-
conditions, we will send formal offer documents and acceptance forms to Rio
Tinto shareholders and convene an Extraordinary General Meeting at which BHP
Billiton`s shareholders will have the opportunity to approve, among other
things, the offer for Rio Tinto.
We will keep you informed on developments in relation to our offer for Rio
Tinto. In the meantime we continue to focus on our operations and business
performance in order to maximise value for our shareholders.
Other Information
Also enclosed with this letter (see weblink:
www.bhpbilliton.com/bbContentRepository/docs/letterToShareholders8Sep08.pdf)
is a summary of some of the key investor presentations and themes given over
the past few months, which we hope you will find of interest.
We have an outstanding portfolio of businesses and each is extremely well
positioned to capitalise on the strength of the markets in which they operate.
We have a great company as it is today and we are confident we will continue
to grow strongly.
Should you have any questions please do not hesitate to either contact our
investor relations department on investor.relations@bhpbilliton.com, visit our
website at www.bhpbilliton.com or contact our dedicated shareholder help line
on the numbers shown on the reverse of this letter.
Yours sincerely,
Don Argus
Chairman
DISCLAIMER
The directors of BHP Billiton Limited and BHP Billiton Plc ("BHP Billiton")
accept responsibility for the information contained in this document. Having
taken all reasonable care to ensure that such is the case, the information
contained in this document is, to the best of the knowledge and belief of the
directors of BHP Billiton, in accordance with the facts and contains no
omission likely to affect its import.
Subject to the above, neither BHP Billiton nor any of its directors, officers,
employees or advisers nor any other person makes any representation or
warranty, express or implied, as to, and accordingly no reliance should be
placed on, the fairness, accuracy or completeness of the information contained
in the document or of the views given or implied. To the extent permitted by
law, neither BHP Billiton nor any of its directors, officers, employees or
advisers nor any other person shall have any liability whatsoever for any
errors or omissions or any loss howsoever arising, directly or indirectly,
from any use of this information or its contents or otherwise arising in
connection therewith. Information about Rio Tinto plc and Rio Tinto Limited
("Rio Tinto") is based on public information which has not been independently
verified.
This document is for information purposes only and does not constitute or form
part of any offer for sale or issue of any securities or an offer or
invitation to purchase or subscribe for any such securities, nor shall it or
any part of it be relied on in connection with, any contract or investment
decision, nor does it constitute a proposal to make a takeover bid or the
solicitation of any vote or approval in any jurisdiction, nor shall there be
any sale of securities in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction (or under an exemption from such
requirements). No offering of securities shall be made into the United States
except pursuant to registration under the US Securities Act of 1933, as
amended, or an exemption therefrom. The distribution of this document in
certain jurisdictions may be restricted by law and persons into whose
possession this document comes should inform themselves about, and observe,
any such restrictions.
This document has not been registered as a prospectus with the Monetary
Authority of Singapore. Accordingly, this document and such other documents or
materials are made available to the recipients thereof solely on the basis
that they are persons falling within the ambit of Section 273(1)(b) of the
Securities and Futures Act (Chapter 289) of Singapore and may not be relied
upon by any person other than shareholders of BHP Billiton in connection with
the offer of BHP Billiton Shares as consideration for the acquisition of Rio
Tinto Shares by BHP Billiton Limited for any purpose. The offer of BHP
Billiton Shares will not be made with a view to any or all BHP Billiton Shares
being subsequently offered for sale in Singapore within six months after the
allotment of such BHP Billiton Shares. Recipients of this document, and any
other document or material in connection thereto, in Singapore shall not
reissue, circulate or distribute this document or any part thereof in any
manner whatsoever to any person in Singapore.
Certain statements in this document are forward-looking statements (including
statements regarding contribution synergies, future cost savings, the cost and
timing of development projects, future production volumes, increases in
production and infrastructure capacity, the identification of additional
mineral Reserves and Resources and project lives and, without limitation,
other statements typically containing words such as "intends," "expects,"
"anticipates," "targets," plans," "estimates" and words of similar import.)
These statements are based on current expectations and beliefs and numerous
assumptions regarding BHP Billiton`s present and future business strategies
and the environments in which BHP Billiton and Rio Tinto will operate in the
future and such assumptions, expectations and beliefs may or may not prove to
be correct and by their nature, are subject to a number of known and unknown
risks and uncertainties that could cause actual results, performance and
achievements to differ materially.
Factors that could cause actual results or performance to differ materially
from those expressed or implied in the forward-looking statements include, but
are not limited to, BHP Billiton`s ability to successfully combine the
businesses of BHP Billiton and Rio Tinto and to realise expected synergies
from that combination, the presence of a competitive proposal in relation to
Rio Tinto, satisfaction of any conditions to any proposed transaction,
including the receipt of required regulatory and anti-trust approvals, Rio
Tinto`s willingness to enter into any proposed transaction, the successful
completion of any transaction, and the risk factors discussed in BHP
Billiton`s and Rio Tinto`s filings with the U.S. Securities and Exchange
Commission ("SEC") (including in Annual Reports on Form 20-F) which are
available at the SEC`s website (http://www.sec.gov). Save as required by law
or the rules of the UK Listing Authority and the London Stock Exchange, the UK
Takeover Panel, or the listing rules of ASX Limited, BHP Billiton undertakes
no duty to update any forward-looking statements in this document.
No statement concerning expected cost savings, revenue benefits (and resulting
incremental EBITDA) and EPS accretion in this document should be interpreted
to mean that the future earnings per share of the enlarged BHP Billiton group
for current and future financial years will necessarily match or exceed the
historical or published earnings per share of BHP Billiton, and the actual
estimated cost savings and revenue benefits (and resulting EBITDA enhancement)
may be materially greater or less than estimated.
References in this document to "$" are to United States dollars unless
otherwise specified.
Information Relating to the US Offer for Rio Tinto plc
BHP Billiton plans to register the offer and sale of securities it would issue
to Rio Tinto plc US shareholders and Rio Tinto plc ADS holders by filing with
the SEC a Registration Statement (the "Registration Statement"), which will
contain a prospectus (the "Prospectus"), as well as other relevant materials.
No such materials have yet been filed. This communication is not a substitute
for any Registration Statement or Prospectus that BHP Billiton may file with
the SEC.
U.S. INVESTORS AND U.S. HOLDERS OF RIO TINTO PLC SECURITIES AND ALL HOLDERS OF
RIO TINTO PLC ADSs ARE URGED TO READ ANY REGISTRATION STATEMENT, PROSPECTUS
AND ANY OTHER DOCUMENTS MADE AVAILABLE TO THEM AND/OR FILED WITH THE SEC
REGARDING THE POTENTIAL TRANSACTION, AS WELL AS ANY AMENDMENTS AND SUPPLEMENTS
TO THOSE DOCUMENTS, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION.
Investors and security holders will be able to obtain a free copy of the
Registration Statement and the Prospectus as well as other relevant documents
filed with the SEC at the SEC`s website (http://www.sec.gov), once such
documents are filed with the SEC. Copies of such documents may also be
obtained from BHP Billiton without charge, once they are filed with the SEC.
Information for US Holders of Rio Tinto Limited Shares
BHP Billiton Limited is not required to, and does not plan to, prepare and
file with the SEC a registration statement in respect of the Rio Tinto Limited
Offer. Accordingly, Rio Tinto Limited shareholders should carefully consider
the following:
The Rio Tinto Limited Offer will be an exchange offer made for the securities
of a foreign company. Such offer is subject to disclosure requirements of a
foreign country that are different from those of the United States. Financial
statements included in the document will be prepared in accordance with
foreign accounting standards that may not be comparable to the financial
statements of United States companies.
Information Relating to the US Offer for Rio Tinto plc and the Rio Tinto
Limited Offer for Rio Tinto shareholders located in the US
It may be difficult for you to enforce your rights and any claim you may have
arising under the U.S. federal securities laws, since the issuers are located
in a foreign country, and some or all of their officers and directors may be
residents of foreign countries. You may not be able to sue a foreign company
or its officers or directors in a foreign court for violations of the U.S.
securities laws. It may be difficult to compel a foreign company and its
affiliates to subject themselves to a U.S. court`s judgment.
You should be aware that BHP Billiton may purchase securities of either Rio
Tinto plc or Rio Tinto Limited otherwise than under the exchange offer, such
as in open market or privately negotiated purchases.
BHP Billiton Limited ABN 49 004 028 077
Registered in Australia
Registered Office: Level 27, 180 Lonsdale
Street Melbourne Victoria 3000
Telephone +61 1300 554 757
Facsimile +61 3 9609 3015
BHP Billiton Plc Registration number 3196209
Registered in England and Wales
Registered Office: Neathouse Place
London SW1V 1BH United Kingdom
Telephone +44 20 7802 4000
Facsimile +44 20 7802 4111
The BHP Billiton Group is headquartered in Australia
Date: 08/09/2008 08:08:11 Produced by the JSE SENS Department.
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