BHP BILLITON ANNOUNCES AMENDMENT AND VARIATION OF
ALL-CASH OFFER TO ACQUIRE POTASHCORP
Vancouver, Canada, and New York, US, and London, UK, and Melbourne, Australia
BHP Billiton (ASX:BHP/LSE:BLT/NYSE:BHP and BBL/JSE:BIL) today announced that it has amended and varied the terms of
its all-cash offer to acquire all of the issued and outstanding common shares of Potash Corporation of Saskatchewan Inc.
(“PotashCorp”) (NYSE:POT/TSX:POT) together with any associated rights issued and outstanding under the PotashCorp
Shareholder Rights Plan, at a price of US$130 in cash per PotashCorp common share (the “Offer”).
On 20 September 2010, the Canadian Competition Bureau issued a Supplementary Information Request in respect of the Offer as
is permitted by the Competition Act (Canada).
Under the Competition Act , the Offer cannot be completed until 30 days after BHP Billiton complies with the Supplementary
Information Request unless the Commissioner of Competition issues an advance ruling certificate or “no-action” letter before
that time, provided that there is no order issued by the Competition Tribunal in effect prohibiting completion at the relevant
time. BHP Billiton intends to comply expeditiously with the Supplementary Information Request.
The time for acceptance of the Offer has therefore been extended until 11:59 p.m. (Eastern Time) on 18 November 2010 to allow
time for completion of the regulatory review of the transaction (see “Regulatory Matters – Antitrust Matters – Competition
Act” in Section 14 of BHP Billiton’s 20 August 2010 circular relating to the Offer).
BHP Billiton is confident that the Offer will receive all requisite regulatory approvals in due course.
Other amendments to the offer and the circular and the associated letter of transmittal reflect certain relief granted and
comments received from the U.S. Securities and Exchange Commission (the “SEC”) relating to the Offer, as first reflected in
Amendment No. 4 to the Schedule TO of BH