Participant
Technical Services
Credential Services
Listed Company
Professional Adviser
Information Provider
Information Services
AMO
Notice
BHP Group Limited (‘Limited’) and BHP Group Plc (‘Plc’) shareholders approved the unification proposal (‘Unification’) in shareholder meetings held on Thursday, 20 January 2022. Subject to the UK Court’s sanction of the scheme of arrangement (‘Plc Scheme’) between Plc and Plc Scheme shareholders and final regulatory approvals, as consideration for the transfer to Limited of all Plc shares currently on issue, Plc shareholders are entitled to receive new Limited shares on a one-for-one basis. The form in which Plc shareholders will receive the new Limited shares is set out in the BHP Shareholder Circular released on 8 December 2021.
The combined total of Limited shares and Plc shares on issue pre-Unification will equal the number of Limited shares (being the existing Limited shares and the new Limited shares) on issue immediately following Unification.
BHP will have its primary listing on ASX, a standard listing on the London Stock Exchange (‘LSE’), a secondary listing on the Johannesburg Stock Exchange (‘JSE’) and a Level II American Depositary Receipt program listed on the New York Stock Exchange.
The events noted below do not include those related to trading in Plc securities on LSE, JSE and NYSE and the commencement of trading in Limited securities (including new Limited securities), on those exchanges. For details please refer to the BHP Shareholder Circular released on 8 December 2021.
Indicative key dates
Date |
Event |
Thursday, 20 January 2022 |
Limited and Plc Shareholder meetings held and resolutions approved |
Tuesday, 25 January 2022 (UK time) |
UK Court sanction hearing for the Plc Scheme |
Friday, 28 January 2022 (UK time) |
Plc Scheme becomes effective |
Monday, 31 January 2022 (By 10:00am AEDT) |
Implementation Date Issue of New Limited Shares to eligible Plc Shareholders |
Monday, 31 January 2022 (10:00am AEDT) |
Commencement of trading of New Limited Shares on ASX on a deferred settlement basis (ASX: BHPN) |
Tuesday 1 February 2022 |
Last day of deferred settlement trading of New Limited Shares on ASX (ASX Code: BHPN) |
Wednesday 2 February 2022 (10.00 a.m. AEST) |
Commencement of normal trading in New Limited Shares on ASX (ASX: BHP) |
Market information
Market Participants should note this transaction is not a corporate action event that triggers the creation of new trading status, Basis of Quotation, Status Notes or security change. There will be no order purge on existing ASX: BHP and the securities will continue to trade and settle on a normal T+2 basis.
ASX will establish a new instrument ASX: BHPN representing the New Limited Shares issued to eligible Plc shareholders to be quoted initially on a deferred settlement basis from Monday, 31 January 2022 to Tuesday, 1 February 2022. Following the end of deferred trading, ASX: BHPN will then convert to ASX: BHP with the commencement of normal trading from Wednesday, 2 February 2022.
Index
After the close of trading on Friday, 28 January 2022, there will be a rebalance in a number of indices that include BHP. ASX expects an increase in trading activity in BHP and other securities within the same benchmarks, both throughout the day and in particular at the Closing Single Price Auction (CSPA) on Friday, 28 January 2022.
Further information about index rebalancing and general market activity are contained in the following link to ASX Notice 0060.22.01 published on 21 January 2022: https://asxonline.com/public/notices/2022/january/0060.22.01.html
What do I need to do by when?
For further details, please refer to the BHP Unification Shareholder Circular dated 8 December 2021 and ASX Notice 0060.22.01.
Need more information?
Issued by
James Gerraty
Head of Listings Compliance, Melbourne