REG - Glencore PLC - Response to Rule 2.8 announcement from Rio Tinto

GlencoreAnnouncement

05/02/2026 15:30

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RNS Number : 9431R  Glencore PLC  05 February 2026

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FOR IMMEDIATE RELEASE

5 February 2026

Glencore PLC ("Glencore")

Response to Rule 2.8 announcement from Rio Tinto

The Board of Glencore notes the announcement made by Rio Tinto plc and Rio
Tinto Limited (together, "Rio Tinto") earlier today confirming that it does
not intend to make an offer for Glencore. As a result, Rio Tinto is bound by
the restrictions set out in Rule 2.8 of the City Code on Takeovers and
Mergers. The parties were unable to reach agreement on the terms of a
combination.

The key terms of the potential offer were Rio Tinto retaining both the
Chairman and Chief Executive Officer roles and delivering a proforma ownership
of the combined company which, in our view, significantly undervalued
Glencore's underlying relative value contribution to the combined group, even
before consideration of a suitable acquisition control premium.

We concluded that the proposed acquisition on these terms is not in the best
interests of Glencore shareholders. It does not reflect our view on long term,
through the cycle relative value, including not adequately valuing our copper
business, and its leading growth pipeline, and apportioning material synergy
value potential.

Glencore's standalone investment case is strong. We have a well-diversified
business across a range of commodities, supported by one of the best marketing
franchises in the industry. We are uniquely positioned to support the energy
needs of today whilst providing many of the transition enabling commodities
the world needs as demand changes.

We have optimised and simplified our operating structures, which has promoted
accountability and delivery, and supported our achieving, for the second
consecutive year, full year production for our key commodities within guidance
ranges.

We have continued to upgrade the quality of our portfolio of assets, have
invested strategically in new opportunities, and now have an exceptional
portfolio of copper projects, which provides a pathway from an already
significant copper producer, to become one of the world's largest producers
over the next decade.

We remain focussed on delivering on our 2026 priorities, achieving our
operational targets and derisking and successfully progressing our organic
growth volumes, all with the objective of supporting long-term value creation
for shareholders.

Additional information

This announcement is not intended to, and does not, constitute or form part of
any offer, invitation or the solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of, any securities, or the
solicitation of any vote or approval in any jurisdiction, pursuant to this
announcement or otherwise.

The distribution of this announcement in jurisdictions other than the United
Kingdom may be affected by the laws of relevant jurisdictions. Therefore any
persons who are subject to the laws of any jurisdiction other than the United
Kingdom will need to inform themselves about, and observe, any applicable
requirements.

LEI number: 2138002658CPO9NBH955

 

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