Finding better ways to provide the materials the world needs
Purpose & Values
The drive for innovation and continuous improvement is at the heart of our purpose
Business Strategy
Climate change is at the heart of our business strategy
Innovation
Finding better ways to do things is in our DNA
We supply the metals and minerals used to help the world grow and decarbonise
Iron Ore
The primary raw material used to make steel, which is strong, long-lasting and cost-efficient
Lithium
The lightest of all metals, it is a key element needed for low-carbon technologies
Copper
Tough but malleable, corrosion-resistant and recyclable, and an excellent conductor of heat and transmitter of electricity
Bringing to market materials critical to urbanisation and the transition to a low-carbon economy
Oyu Tolgoi
One of the most modern, safe and sustainable operations in the world
Rincon Project
A long-life, low-cost and low-carbon lithium source
Simandou Project
The world’s largest untapped high-grade iron ore deposit
Providing materials the world needs in a responsible way
Climate Change
We’re targeting net zero emissions by 2050
Tailings
Details of our tailings facilities can be found on our interactive tailings disclosure map
Nature solutions
Our nature-based solutions projects complement the work we're doing to reduce our Scope 1 and 2 emissions
We aim to deliver superior returns to our shareholders while safeguarding the environment and meeting our obligations to wider society
Acquisition of Arcadium Lithium
Bringing our scale, development capabilities and financial strength to the Arcadium Lithium portfolio
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Things you can't live without
Our podcast discussing what needs to happen to create a sustainable future for the everyday items we have come to rely on
The 'f' word of innovation
How unlocking innovation requires a change of mindset
Reducing titanium oxide's carbon footprint
Our BlueSmelting technology could drastically reduce carbon emissions during ore processing
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Rio Tinto has progressed plans to reduce gross debt as part of its ongoing capital management, today pricing its Any and All Offer announced on 7 June 2016.
The total consideration payable in connection with the Any and All Offer by Rio Tinto Finance (USA) plc and Rio Tinto Finance (USA) Limited (each a "Company" and together, the "Companies") pursuant to the Offer to Purchase dated 7 June 2016 has been set at $1,108.33 for the 6.500 per cent Notes due 2018 and at $1,024.36 for the 2.250 per cent Notes due 2018, in each case per $1,000 principal amount of notes.
Holders will also receive Accrued Interest on the settlement date for the Any and All Offer.
Title of Security
Issuer and Offeror
CUSIP/ISIN
Outstanding Principal Amount
Fixed Spread (bps)
Reference US Treasury Security
Reference Yield(1)
Any and All Considera-tion(1) (2)
6.500% Notes due 2018
Rio Tinto Finance (USA) Limited
767201AC0/ US767201AC07
$1,669,802,000
50
0.875% U.S. Treasury Notes due 31 May 2018
0.724%
$1,108.33
2.250% Notes due 2018
Rio Tinto Finance (USA) plc
76720AAM8/ US76720AAM80
$1,189,523,000
$1,024.36
Notes:(1) The Reference Yield and the Any and All Consideration for each series of the Any and All Securities was determined on 13 June 2016 at 11am, New York City time, as described in the Offer to Purchase.(2) Per $1,000 principal amount of Any and All Securities validly tendered and accepted for purchase.
Capitalised terms in this announcement have the same meaning as assigned to them in the Offer to Purchase.
The Any and All Offer will expire on 13 June 2016 at 5pm, New York City time. Any and All Securities tendered in the Any and All Offer may only be withdrawn at or prior to 5pm, New York City time, on 13 June 2016, but not thereafter. These dates and times are subject, where applicable, to the right of Rio Tinto Finance (USA) plc and Rio Tinto Finance (USA) Limited to extend, re-open, amend, and/or terminate the Any and All Offer, subject to applicable laws.
The Any and All Offer is subject to the satisfaction of certain conditions set forth in the Offer to Purchase. If any of the conditions are not satisfied or waived by the Companies, the Companies will not be obligated to accept for purchase, purchase or pay for validly tendered Any and All Securities, and may terminate the Any and All Offer in each case subject to applicable laws.
Holders of Any and All Securities are advised to read carefully the Offer to Purchase for full details of and information on the procedures for participating in the Any and All Offer. Holders of Any and All Securities may access the Offer to Purchase and the form of Notice of Guaranteed Delivery (as described in the Offer to Purchase) at http://www.gbsc-usa.com/RioTinto.
The Lead Dealer Managers for the offers are Citigroup Global Markets Limited, HSBC Securities (USA) Inc., J.P. Morgan Securities LLC and Mitsubishi UFJ Securities (USA), Inc. The Co-Dealer Managers are Natixis Securities Americas LLC, RBS Securities Inc., Santander Investment Securities Inc. and Standard Chartered Bank. Questions regarding the offers may be directed to:
Citigroup Global Markets Limited Toll Free: +1 (800) 558 3745 Collect: +1 (212) 723 6106 London: +44 (0) 20 7986 8969
HSBC Securities (USA) Inc. Toll Free: +1 (888) HSBC-4LM Collect: +1 (212) 525-5552 London: +44 (0) 20 7992 6237
J.P. Morgan Securities LLC Toll Free: +1 (866) 834 4666 Collect: +1 (212) 834 3424 London: +44 (0) 20 7134 2468
Mitsubishi UFJ Securities (USA), Inc. Toll Free: +1 (877) 744-4532 Collect: +1 (212) 405-7481 London: +44 (0) 20 7577 4048/4218
Copies of the Offer to Purchase and the Notice of Guaranteed Delivery (in relation to the Any and All Offer) may be obtained from the Depositary and Information Agent, Global Bondholder Services Corporation at +1 (866) 470 3800 (toll-free) or +1 (212) 430 3774 (collect) or in writing at 65 Broadway, Suite 404, New York, New York 10006.
This press release is neither an offer to purchase, nor a solicitation of an offer to sell the Securities or any other securities. The Companies are making the offers only by, and pursuant to, the terms of the Offer to Purchase and, in the case of the Any and All Offer, the Notice of Guaranteed Delivery. The offers are not being made in any jurisdiction in which the making of or acceptance thereof would not be in compliance with the securities laws, blue sky laws or other laws of such jurisdiction. None of the Companies, the Guarantors, the Dealer Managers, the Depositary or the Information Agent is making any recommendation as to whether Holders should tender or refrain from tendering their Securities in response to the Offers or how much they should tender. Each Holder must make his, her or its own decision as to whether to tender or refrain from tendering Securities and, if a Holder determines to tender, as to how many Securities of each Series to tender.
This announcement and the Offer to Purchase do not constitute an offer or an invitation to participate in the Offers in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such offer or invitation or for there to be such participation under applicable laws. The distribution of this announcement and the Offer to Purchase in certain jurisdictions may be restricted by law. Persons into whose possession this announcement or the Offer to Purchase comes are required by each of the Companies, the Guarantors, the Dealer Managers the Depositary and the Information Agent to inform themselves about and to observe any such restrictions.
The communication of this announcement, the Offer to Purchase and any other documents or materials relating to the Offers is not being made, and such documents and/or materials have not been approved, by an authorised person for the purposes of Section 21 of the Financial Services and Markets Act 2000. Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom, and are only for circulation to persons to whom they can lawfully be circulated outside the United Kingdom or to persons within the United Kingdom falling within the definition of investment professionals (as defined in Article 19(5) of the Order), or within Article 43(2) of the Order, or within Article 49(2)(a) to (d) of the Order, or to other persons to whom it may lawfully be communicated in accordance with the Order (such persons together being the "Relevant Persons"). This announcement, the Offer to Purchase and any other documents or materials relating to the Offers are only available to Relevant Persons and the transactions contemplated herein will be available only to, and engaged in only with, Relevant Persons, and this Offer to Purchase must not be relied or acted upon by persons other than Relevant Persons.
None of this announcement, the Offer to Purchase nor any other documents or materials relating to the Offers in respect of each Series of Securities have been submitted to or will be submitted for approval or recognition to the Financial Services and Markets Authority ("Authorite des services et marches financiers/Autoriteit financiele diensten en markten") and, accordingly, the Offers may not be made in Belgium by way of a public offering, as defined in Articles 3 and 6 of the Belgian Law of 1 April 2007 on public takeover bids (the "Belgian Takeover Law") as amended or replaced from time to time. Accordingly, the Offers may not be advertised and the Offers will not be extended, and none of this announcement, the Offer to Purchase nor any other documents or materials relating to the Offers (including any memorandum, information circular, brochure or any similar documents) has been or shall be distributed or made available, directly or indirectly, to any person in Belgium other than (i) to "qualified investors" in the sense of Article 10 of the Belgian Law of 16 June 2006 on the public offer of placement instruments and the admission to trading of placement instruments on regulated markets, acting on their own account or (ii) in any circumstances set out in Article 6, § 4 of the Belgian Takeover Law. This announcement and the Offer to Purchase have been issued only for the personal use of the above qualified investors and exclusively for the purpose of the Offers. Accordingly, the information contained in this announcement and the Offer to Purchase may not be used for any other purposes or disclosed to any other person in Belgium.
The Offers are not being made, directly or indirectly, to the public in France. None of this announcement, the Offer to Purchase nor any other documents or offering materials relating to the Offers in respect of each Series of Securities have been or shall be distributed to the public in France and only (i) providers of investment services relating to portfolio management for the account of third parties (personnes fournissant le service d’investissement de gestion de portfeuille pour compte de tiers) and/or (ii) qualified investors (investisseurs qualifiés), all as defined in, and in accordance with, Articles L.411-1, L.411-2 and D.411-1 to D.411-3 of the French Code monétaire et financier, are eligible to participate in the Offers. Neither this announcement nor the Offer to Purchase has been submitted to the clearance procedures (visa) of the Autorité des marchés financiers.
None of this announcement, the Offer to Purchase nor any other documents or materials relating to the Offers have been or will be submitted to the clearance procedure of the Commissione Nazionale per le Società e la Borsa ("CONSOB") pursuant to Italian laws and regulations.
The Offers are being carried out in the Republic of Italy as exempted offers pursuant to article 101-bis, paragraph 3-bis of the Legislative Decree No. 58 of 24 February 1998, as amended (the "Financial Services Act") and article 35-bis, paragraph 4 of CONSOB Regulation No. 11971 of 14 May 1999, as amended (the "Issuers’ Regulation"). The Offers are also being carried out in compliance with article 35-bis, paragraph 7 of the Issuers' Regulation.
A holder of Securities located in the Republic of Italy can tender Securities through authorized persons (such as investment firms, banks or financial intermediaries permitted to conduct such activities in the Republic of Italy in accordance with the Financial Services Act, CONSOB Regulation No. 16190 of 29 October 2007, as amended from time to time, and Legislative Decree No. 385 of September 1, 1993, as amended) and in compliance with applicable laws and regulations or with requirements imposed by CONSOB or any other Italian authority.
Each intermediary must comply with the applicable laws and regulations concerning information duties vis-à-vis its clients in connection with the Securities or the Offers.
Neither this announcement nor the Offer to Purchase constitutes an offer to buy or a solicitation of an offer to sell Securities, and tenders of Securities in the Offers will not be accepted from Holders, in any jurisdiction in which such offer or solicitation is unlawful. In those jurisdictions where the securities, blue sky or other laws require an Offer to be made by a licensed broker or dealer and a Dealer Manager or its affiliate is such a licensed broker or dealer in such jurisdictions, the Offer shall be deemed to be made on behalf of the relevant Company by such Dealer Manager or such affiliate, as the case may be, and no Offer is made in any such jurisdiction where the relevant Dealer Manager or its affiliate is not so licensed.
How we process personal data provided or obtained through this website.
With the exception of the use of cookies, Rio Tinto generally does not seek to collect personal data through this website. However if you choose to provide personal data to Rio Tinto through this website (for example, by sending us an email), we will process that personal data to answer your query and if relevant, to manage our business relationship with you or your company. We won't process that personal data for other purposes except where required to meet our legal obligations or otherwise as authorised by law and notified to you.
If you choose to subscribe to our media releases or other communications, you can unsubscribe at any time (by following the instructions in the email or by contacting us).
With your consent, our website uses cookies to distinguish you from other users of our website. This helps us to provide you with a good experience when you browse our website and also allows us to improve our site. A cookie is a small file of letters and numbers that we store on your browser or the hard drive of your computer if you agree. Cookies contain information that is transferred to your computer's hard drive.
As some data privacy laws regulate IP addresses and other information collected through the use of cookies as personal data, Rio Tinto’s processing of such personal data needs to comply with its Data Privacy Standard (see Part 1 of our Privacy Policy), and also applicable data privacy laws.
With the exception of the use of cookies (explained below), Rio Tinto generally does not seek to collect personal data through this website. However if you choose to provide personal data to Rio Tinto through this website (for example, by sending us an email), we will process that personal data to answer your query and if relevant, to manage our business relationship with you or your company. We won't process that personal data for other purposes except where required to meet our legal obligations or otherwise as authorised by law and notified to you.
Part 1 of this Privacy Policy contains the Rio Tinto Data Privacy Standard, which provides an overview of Rio Tinto’s approach to personal data processing. There is additional information in the appendices to the Data Privacy Standard, including information about disclosures, trans-border data transfers, the exercise of data subject rights and how to make complaints or obtain further information relating to Rio Tinto’s processing of your personal data.
If you choose to subscribe to our media releases or other communications, you can unsubscribe at any time (by following the instructions in the email or by contacting us at digital.comms@riotinto.com).
With your consent, our website uses cookies to distinguish you from other users of our website. This helps us to provide you with a good experience when you browse our website and also allows us to improve our site.
A cookie is a small file of letters and numbers that we store on your browser or the hard drive of your computer if you agree. Cookies contain information that is transferred to your computer's hard drive.
As some data privacy laws regulate IP addresses and other information collected through the use of cookies as personal data, Rio Tinto’s processing of such personal data needs to comply with its Data Privacy Standard (see Part 1 of this Privacy Policy), and also applicable data privacy laws.
These Cookies are used to provide a better user experience on the site, such as by measuring interactions with particular content or remembering your settings such as language or video playback preferences.
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