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BHP buy-back completion and special dividend
BHP Group Plc
Registration number 3196209
Registered in England and Wales
Share code: BHP
ISIN: GB00BH0P3Z91
NEWS RELEASE
Release Time IMMEDIATE
Date 17 December 2018
Release Number 29/18
BHP successfully completes US$5.2 billion off-market buy-back of BHP Group
Limited shares and announces US$1.02 per share special dividend
BHP has successfully completed its off-market tender buy-back (Off-Market Buy-
Back) of BHP Group Limited (formerly BHP Billiton Limited) shares. The final
transaction size of A$7.3 billion (US$5.2 billion)(1) has enabled BHP Group Limited to
buy back approximately 265.8 million BHP Group Limited shares, which represents
8.3 per cent of the issued share capital of BHP Group Limited and 5.0 per cent of the
total issued capital of BHP Group Limited and BHP Group Plc.
The final price for the Off-Market Buy-Back has been set at A$27.64 per share (Buy-
Back Price). This is a discount of 14 per cent to the Market Price(2) of A$32.1387 per
share.
In addition, the Board of BHP has determined to pay a special dividend (Special
Dividend) of US$1.02 per share, which will be paid to all BHP shareholders with an
entitled registered holding as of Friday 11 January 2019. The Special Dividend
represents the residual US$5.2 billion of net proceeds from the sale of its Onshore
US assets not returned via the Off-Market Buy-Back, based on the reduced number
of shares on issue of approximately 5,058 million following completion of the Off-
Market Buy-Back.
BHP Chief Financial Officer, Peter Beaven, said: “We are pleased to have completed
the Off-Market Buy-Back which, together with the Special Dividend, will deliver on our
commitment to return the net proceeds from the sale of our Onshore US assets to
our shareholders. Completion of this program will bring total cash returned to
shareholders to US$21 billion over the last two years.”
Off-Market Buy-Back completion
Due to the strong demand for the Off-Market Buy-Back, a scale back of tenders was
required.
The scale back was structured to minimise eligible registered shareholders with small
holdings being disadvantaged. Subject to exclusions due to any minimum price
conditions, shareholders who tendered their shares at a 14 per cent discount or as a
final price tender will have a priority allocation of 165 shares bought back before the
scale back is applied. In addition, successful shareholders who tendered all of their
shares at a 14 per cent tender discount or as a final price tender, and who would be
left with 65 shares or fewer as a result of the priority allocation and scale back, will
have their tender accepted in full. As a result of the 58.7 per cent scale back,
successful shareholders will have 41.3 per cent of their shares tendered in excess of
the priority allocation bought back.
For shareholders who have successfully tendered their shares, A$27.26 per share of
the Buy-Back Price is treated for Australian tax purposes as a fully franked dividend.
For Australian capital gains tax purposes, the capital proceeds are A$4.92 per share,
being the A$0.38 per share capital component plus A$4.54 per share, which is the
excess of the Tax Value (as defined in the Buy-Back Booklet) over the Buy-Back
Price.
Payments via direct credit and dispatch of cheques for shares bought back are
expected to be completed by Monday 24 December 2018. Shares that have been
tendered into the Off-Market Buy-Back but not bought back are expected to be
released to shareholders during Monday 17 December 2018.
Shareholders who have any enquiries in relation to their tenders may contact the
dedicated Off-Market Buy-Back enquiry line on 1300 366 363 within Australia or +61
3 9415 4020 when calling from outside Australia, or visit our website:
bhp.com/buyback2018.
Refer to the Appendix for a summary of the key results regarding the Off-Market Buy-
Back.
Special Dividend
The Special Dividend will be fully franked and, according to the indicative timetable
included in this announcement, paid on Wednesday 30 January 2019, with a
dividend ex-entitlement date of Thursday 10 January 2019 on the Australian
Securities Exchange, London Stock Exchange and New York Stock Exchange, and
Wednesday 9 January 2019 on the Johannesburg Stock Exchange.
The indicative timetable for the Special Dividend is outlined below.
Special Dividend determined and announced 17 December 2018
Expected completion of dispatch/crediting of Off-Market Buy-Back 24 December 2018
proceeds to successful BHP Group Limited shareholders
Special Dividend currency conversion into South African Rand 4 January 2019
Last day to trade cum-dividend on Johannesburg Stock Exchange 8 January 2019
Special Dividend ex-dividend date (Johannesburg Stock Exchange) 9 January 2019
Last day to trade cum-dividend on Australian Securities Exchange, London 9 January 2019
Stock Exchange and New York Stock Exchange
Special Dividend ex-dividend date (Australian Securities Exchange, London 10 January 2019
Stock Exchange and New York Stock Exchange)
Special Dividend record date (including currency conversion and currency 11 January 2019
election dates for Australian Securities Exchange and London Stock
Exchange)
Special Dividend payment date 30 January 2019
(1) At transacted rate.
(2) Volume weighted average price of BHP Group Limited ordinary shares on the Australian Securities Exchange over the
five trading days up to and including Friday 14 December 2018, calculated to four decimal places.
Further information on BHP can be found at bhp.com
Sponsor: UBS South Africa (Pty) Limited
APPENDIX
KEY OFF-MARKET BUY-BACK RESULTS
A$7.3 billion (US$5.2
Size
billion)(3)
Market Price(4) A$32.1387
Buy-Back Discount(4) 14%
Buy-Back Price(4) A$27.64
Scale back 58.7%
Number of BHP Group Limited shares bought back 265.8 million
Percentage of BHP Group Limited issued capital bought back 8.3%
Percentage of BHP issued capital bought back 5.0%
Capital Component(4) A$0.38
Capital Proceeds(4) A$4.92
Fully franked dividend component A$27.26
Tax Value(4) A$32.18
(3) At transacted rate.
(4) As defined in the Off-Market Buy-Back Booklet.
Media Relations Investor Relations
Email: media.relations@bhpbilliton.com Email: investor.relations@bhpbilliton.com
Australia and Asia Australia and Asia
Gabrielle Notley Tara Dines
Tel: +61 3 9609 3830 Mobile: +61 4 1107 1715 Tel: +61 3 9609 2222 Mobile: +61 499 249 005
United Kingdom and South Africa United Kingdom and South Africa
Neil Burrows Elisa Morniroli
Tel: +44 20 7802 7484 Mobile: +44 7786 661 683 Tel: +44 20 7802 7611 Mobile: +44 7825 926 646
North America Americas
Judy Dane James Wear
Tel: +1 713 961 8283 Mobile: +1 713 299 5342 Tel: +1 713 993 3737 Mobile: +1 347 882 3011
BHP Group Limited ABN 49 004 028 077 BHP Group Plc Registration number 3196209
LEI WZE1WSENV6JSZFK0JC28 LEI 549300C116EOWV835768
Registered in Australia Registered in England and Wales
Registered Office: Level 18, 171 Collins Street Registered Office: Nova South, 160 Victoria Street
Melbourne Victoria 3000 Australia London SW1E 5LB United Kingdom
Tel +61 1300 55 4757 Fax +61 3 9609 3015 Tel +44 20 7802 4000 Fax +44 20 7802 4111
Members of the BHP Group which is
headquartered in Australia
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