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Change of Director's Interests Notice - M Kloppers
Company Secretariat
BHP Billiton Limited BHP Billiton Plc
180 Lonsdale Street Neathouse Place
Melbourne Victoria 3000 Australia London SW1V 1BH UK
GPO BOX 86A
Melbourne Victoria 3001 Australia Tel +44 20 7802 4000
Tel +61 1300 55 47 57 Fax +61 3 9609 4372 Fax + 44 20 7802 4111
3 October 2012 bhpbilliton.com bhpbilliton.com
To: Australian Securities Exchange cc: New York Stock Exchange
London Stock Exchange JSE Limited
Notification of Change of Interests of Directors and Connected Persons
(Australian Securities Exchange Listing Rules Appendix 3Y)
(Listing Rules & Disclosure and Transparency Rules of the UK Listing Authority)
Name of entities BHP Billiton Limited BHP Billiton Plc
ABN 49 004 028 077 REG NO 3196209
As part of a dual listed company structure, the Group voluntarily notifies all stock exchanges
on which either BHP Billiton Limited or BHP Billiton Plc have primary or secondary listings, all
those interests of directors and persons discharging managerial responsibilities of both entities
in the securities of both entities (and changes to those interests) which are required to be
disclosed under the Australian Securities Exchange (ASX) Listing Rules, the Listing Rules and
Disclosure and Transparency Rules of the United Kingdom Listing Authority, the Australian
Corporations Act, the United Kingdom Companies Acts and the Group’s Securities Dealing
document.
We (the entities) advise the following information under ASX Listing Rule 3.19A.2, the UK
Listing Authority Disclosure and Transparency Rule 3.1.4 and as agent for the director for the
purposes of section 205G of the Australian Corporations Act and in accordance with the
Group’s Securities Dealing document.
Name of person
discharging managerial Mr M J Kloppers
responsibilities
Date of last notice 3 July 2012
Date issuer informed of 3 October 2012
transaction
Date and place of 3 October 2012 (Australian Securities Exchange)
transaction
Nature of transaction The acquisition of 245,000 ordinary shares in BHP Billiton
Limited following the exercise of Performance Shares under the
2007 Long Term Incentive Plan, 54,831 ordinary shares in BHP
Billiton Limited following the exercise of Deferred Shares under
the 2010 Group Incentive Scheme and 36 ordinary fully paid
shares of BHP Billiton Limited under Shareplus. In addition, an
on-market sale of 98,000 ordinary shares on the Australian
Securities Exchange, made in order to meet expected tax
obligations.
BHP Billiton Limited ABN 49 004 028 077 BHP Billiton Plc Registration number 3196209
Registered in Australia Registered in England and Wales
Registered Office:180 Lonsdale Street, Melbourne Victoria 3000 Australia Registered Office: Neathouse Place, London SW1V 1BH UK
Members of the BHP Billiton Group which is headquartered in Australia
Part 1 – Change of relevant interests in securities
Included in this Part are:
- in the case of a trust, interests in the trust made available by the responsible entity of the
trust;
- details of the circumstance giving rise to the relevant interest;
- details and estimated valuation if the consideration is non-cash; and
- changes in the relevant interest of Connected Persons of the director.
Direct or indirect interest Direct
Nature of indirect interest
BHP Billiton Plc
(including registered holder)
Mr Kloppers has an indirect interest in 325,375* ordinary shares in
BHP Billiton Plc, as follows:
i) 80,000 ordinary shares in BHP Billiton Plc held by the
Kloppers Family Superannuation Fund and registered in
the name of Kloppers Family Fund Pty Ltd; and
ii) 245,375* ordinary shares in BHP Billiton Plc held by
Maricar Pty Ltd as trustee for the Maricar Family Trust.
BHP Billiton Limited
Mr Kloppers also has an indirect interest in 373,535* ordinary
shares in BHP Billiton Limited, as follows:
iii) 350,219 ordinary shares in BHP Billiton Limited held by
Maricar Pty Ltd as trustee for the Maricar Family Trust;
iv) 23,000 ordinary shares in BHP Billiton Limited held by the
Kloppers Family Superannuation Fund and registered in
the name of Kloppers Family Fund Pty Ltd; and
v) 316* ordinary shares in BHP Billiton Limited held by
Computershare Nominees on behalf of Shareplus
participants as Acquired Shares under the scheme.
Shareplus is an all employee share purchase plan of the
BHP Billiton Group.
* Note – total above reflects shares acquired from this transaction.
Date of change 3 October 2012
No. of securities held prior to 325,375 (BHP Billiton Plc) – Indirect
change 363,520 (BHP Billiton Plc) – Direct
171,668 (BHP Billiton Limited) – Indirect
Class Ordinary Shares in BHP Billiton Plc
Ordinary Shares in BHP Billiton Limited
Number acquired 299,831 (BHP Billiton Limited)
Number disposed 98,000 (BHP Billiton Limited)
Value/Consideration Exercise of 299,831 at nil cost
Sale of 98,000 at $33.52 per share
Purchase of 36 at $33.00 per share (Shareplus)
No. of securities held after 325,375 (BHP Billiton Plc) – Indirect
change 363,520 (BHP Billiton Plc) – Direct
373,535 (BHP Billiton Limited) – Indirect
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Nature of change The acquisition of 245,000 ordinary shares in BHP Billiton Limited
Example: on-market trade, off-market following the exercise of Performance Shares under the 2007
trade, exercise of options, issue of
securities under dividend reinvestment
Long Term Incentive Plan, 54,831 ordinary shares in BHP Billiton
plan, participation in buy-back Limited following the exercise of Deferred Shares under the 2010
Group Incentive Scheme and 36 ordinary fully paid shares of BHP
Billiton Limited under Shareplus. In addition, an on-market sale of
98,000 ordinary shares on the Australian Securities Exchange,
made in order to meet expected tax obligations.
Shareplus is an all-employee share purchase plan. Under the
plan, employees contribute monies to purchase shares (Acquired
Shares), up to an annual contribution limit of US$5,000 in any
Plan year. Shares are purchased on a quarterly basis using the
employees’ contributions made each pay period over the
preceding 3 months. Any Acquired Shares still held by employees
at the end of a 3 year qualification period will be matched by the
company on a 1:1 basis (see Part 4).
Any additional information In addition, Mr Kloppers has elected to cease contributions to
Shareplus.
Part 2 – Change of interests in contracts other than as described in Part 4
Included in this Part are:
- only details of a contract in relation to which the interest has changed; and
- details and estimated valuation if the consideration is non-cash.
Detail of contract —
Nature of interest —
Name of registered holder —
(if issued securities)
No. and class of securities to which —
interest related prior to change
Interest acquired —
Interest disposed —
Value/Consideration —
Interest after change —
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Part 3 – Closed period
Were the interests in the securities or No.
contracts detailed above traded during a
closed period where prior written
clearance was required?
If so, was prior written clearance Under our Securities Dealing Policy a Person
provided to allow the trade to proceed Discharging Managerial Responsibilities cannot
during this period? deal in BHP Billiton Securities without prior
clearance. This requirement applies to all
dealings, including those that occur outside of a
Close Period.
If prior written clearance was provided, —
on what date was this provided?
Part 4 – Change of interests in options or other rights granted by the entities
Included in this Part are only details of options or other rights granted which have changed,
save for the total number of securities over which options or other rights are held following
this notification.
Date of grant —
Period during which or date on which —
exercisable
Total amount paid (if any) for the grant —
Description of securities involved: —
class; number
Exercise price (if fixed at time of grant) or —
indication that price is to be fixed at time
of exercise
Total number of securities over which
options or other rights held at the date of BHP Billiton Limited interests:
this notice
1,176,721 – maximum number of
Performance Shares (ordinary
shares of BHP Billiton Limited)
under the LTIP
88,327 – vested LTIP Performance Shares
(ordinary shares of BHP Billiton
Limited)
64,705 – maximum number of Deferred
Shares (ordinary shares of BHP
Billiton Limited) under the GIS
316 – maximum number of Matched
Shares (ordinary shares of BHP
Billiton Limited) under Shareplus
________
1,330,069 – Total
Any additional information This notification is in respect of an exercise of
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vested 2007 Performance Shares (245,000)
under the BHP Billiton Limited Long Term
Incentive Plan, the exercise of vested 2010
Deferred Shares (54,831) under the BHP
Billiton Limited Group Incentive Scheme and in
respect of the Acquired Shares under the
Shareplus (share purchase) scheme (see
Part 1).
Part 5 – Contact details
Name of authorised officers responsible Nicola Evans – BHP Billiton Limited
for making this notification on behalf of
the entities Geof Stapledon – BHP Billiton Plc
Contact details Nicola Evans Tel: +61 3 9609 4326
Fax: +61 3 9609 4372
Geof Stapledon Tel: +44 20 7802 4176
Fax: +44 20 7802 3054
Sponsor: Absa Capital (the investment banking division of Absa Bank Limited, affiliated with
Barclays)
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Date: 03/10/2012 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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