8th May 2008 16:58
Rio Tinto PLC08 May 2008 Disclosure in accordance with Rule 2.10 of the City Code 8 May 2008 In accordance with Rule 2.10 of The City Code on Takeovers and Mergers (the "City Code"), Rio Tinto plc and Rio Tinto Limited confirm that as at the close ofbusiness on 8 May 2008 they had the following securities in issue: Rio Tinto plc: 997,979,702 Ordinary shares of 10 pence each. ISIN GB0007188757* 1 DLC dividend share of 10 pence 1 special voting share of 10 pence Rio Tinto Limited: **456,815,943 Ordinary shares ISIN AU000000RIO1 1 DLC dividend share 1 special voting share \* The ISIN for the ordinary shares represented by the Rio Tinto plc AmericanDepository Receipts is US7672041008. Each Rio Tinto plc American DepositoryReceipt represents four ordinary shares of Rio Tinto plc. **Rio Tinto plc, through Tinto Holdings Australia Pty Limited, holds 171,072,520ordinary issued shares in Rio Tinto Limited, representing 37.45% of Rio TintoLimited's shares in issue. The balance of 285,743,423 ordinary shares arepublicly held. In 1995, Rio Tinto shareholders approved the terms of the dual listed companies("DLC") merger which was designed to place the shareholders of both companies insubstantially the same position as if they held shares in a single enterpriseowning all the assets of both Companies. The DLC dividend shares and thespecial voting shares issued by Rio Tinto plc and Rio Tinto Limited carry rightsto facilitate the operation of the DLC structure. For more information on RioTinto's DLC structure and the rights attaching to the DLC Dividend shares andthe special voting shares, please see Rio Tinto's 2007 Annual report andfinancial statements. About Rio Tinto Rio Tinto is a leading international mining group headquartered in the UK,combining Rio Tinto plc, a London listed company, and Rio Tinto Limited, whichis listed on the Australian Securities Exchange. Rio Tinto's business is finding, mining, and processing mineral resources. Majorproducts are aluminium, copper, diamonds, energy (coal and uranium), gold,industrial minerals (borax, titanium dioxide, salt, talc) and iron ore.Activities span the world but are strongly represented in Australia and NorthAmerica with significant businesses in South America, Asia, Europe and southernAfrica. For further information, please contact: Media Relations, London Media Relations, Australia Ian HeadNick Cobban Office: +61 (0) 3 9283 3620Office: +44 (0) 20 7781 1138 Mobile: +61 (0) 408 360 101Mobile: +44 (0) 7920 041 003 Amanda Buckley Office: +61 (0) 3 9283 3627 Mobile: +61 (0) 419 801 349 Investor Relations, London Investor Relations, AustraliaNigel Jones Dave SkinnerOffice: +44 (0) 20 7781 2049 Office: +61 (0) 3 9283 3628Mobile: +44 (0) 7917 227 365 Mobile: +61 (0) 408 335 309 Investor Relations, North AmericaDavid Ovington Jason CombesOffice: +44 (0) 20 7781 2051 Office: +1 (0) 801 685 4535Mobile: +44 (0) 7920 010 978 Mobile: +1 (0) 801 558 2645 Email: [email protected] Website: www.riotinto.comHigh resolution photographs available at: www.newscast.co.uk Dealing Disclosure Requirements Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if anyperson is, or becomes, "interested" (directly or indirectly) in 1% or more ofany class of "relevant securities" of any of Rio Tinto plc, Rio Tinto Limited,BHP Billiton Plc or BHP Billiton Limited, all "dealings" in any "relevantsecurities" of that company (including by means of an option in respect of, or aderivative referenced to, any such "relevant securities") must be publiclydisclosed by no later than 3.30 pm (London time) on the London business dayfollowing 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 ispart of its DLC structure. Therefore, if, for example, a disclosure is beingmade in respect of a dealing in securities of Rio Tinto plc, an accompanyingdisclosure must also be made of interests or short positions held in securitiesof Rio Tinto Limited, even if the person's interest or short position is lessthan 1% of the relevant class. The same approach should be adopted in respect ofsecurities of BHP Billiton Plc and BHP Billiton Limited. Therefore, eachdisclosure should consist of two Rule 8.3 disclosure forms, one for the plc armof the DLC structure and one for the Limited arm of the DLC structure, releasedas one announcement. This requirement will continue until the date on which the offer becomes, or isdeclared, unconditional as to acceptances, lapses or is otherwise withdrawn oron which the "offer period" otherwise ends. If two or more persons act togetherpursuant to an agreement or understanding, whether formal or informal, toacquire an "interest" in "relevant securities" of any of Rio Tinto plc, RioTinto Limited, BHP Billiton Plc or BHP Billiton Limited they will be deemed tobe a single person for the purpose of Rule 8.3. Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevantsecurities" of either Rio Tinto or BHP Billiton by either Rio Tinto or BHPBilliton, or by any of their respective "associates", must be disclosed by nolater than 12:00 noon (London time) on the London business day following thedate of the relevant transaction. A disclosure table, giving details of the companies in whose "relevantsecurities" "dealings" should be disclosed, and the number of such securities inissue, can be found on the Takeover Panel's website atwww.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economicexposure, whether conditional or absolute, to changes in the price ofsecurities. In particular, a person will be treated as having an "interest" byvirtue of the ownership or control of securities, or by virtue of any option inrespect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Code, which can also be found on thePanel's website. If you are in any doubt as to whether or not you are requiredto disclose a "dealing" under Rule 8, you should consult the Panel. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Rio Tinto