Rio Tinto Plc · LSE:RIO
Rio Tinto — Corporate Update (March 2005)
16 slides from Rio Tinto's corporate update, Mar 11, 2005
Slide 1: Off-market buy-back tender
RIO TINTO Presentation commentary — transcript RIO TINTO Off-market buy-back tender 11 March 2005 Welcome to a presentation on Rio Tinto’s recently announced off-market buy-back tender, which was foreshadowed on the 3” of February as part of the Group's US$1.5 billion capital return programme. in th
Slide 2: Cautionary statement
RIO . TINTO — Cautionary statement For the purposes of the Forward-Looking Statements Safe Harbor provisions of the US securities laws This presentation contains statements which constitute forward-looking statements within the meaning of the US securities laws. Such statements include, but are not
Slide 3: Capital management priorities
RIO TENTO ‘ + age Capital management priorities 1. Value accretive projects 2. Progressive dividend 3. Capital returns to shareholders in order to maintain an efficient balance sheet for the Group, Rio Tinto has in place a clear set of priorities for the use of cash flow. First, we are in business t
Slide 4: Why an off-market buy-back tender in Rio Tinto Limited?
FO HATO Why an off-market buy-back tender in Rio Tinto Limited? ¢ Allows shares to be bought back at a discount to prevailing market prices of at least 8% * Enhanced EPS and ROE * Rio Tinto can determine appropriate number of shares to be bought back based on shareholder demand * Shareholders have f
Slide 5: Off-market buy-back tender
RIO HATO Off-market buy-back tender Target size + A$400m to A$500m' + Discount range of 8% to 14% to the “Market Price” Tender range at 1% intervals + A$4.00 capital component + Balance treated as a fully franked dividend for Australian tax purposes Buy-Back Price composition * Tenders at any of the
Slide 6: Tender structure and Market Price
The structure of this tender offer will enable us to buy-back shares in Rio Tinto Limited at a discount to the relevant Market Price of somewhere between eight and 14 per cent, inclusive. We will therefore be inviting tenders at discounts within this range at 1 per cent intervals, or as a Final Pric
Slide 7: Regulatory approvals and eligibility
All regulatory approvals are now in place, including the Australian Foreign Investment Review Board and the Australian Securities and Investments Commission. in terms of eligibility, shareholders registered with shares in Rio Tinto Limited on the record date of the 24" of March that confer an entitl
Slide 8: Buy-Back Price and acceptance
RIO ; MINTO Buy-Back Price and acceptance Buy-Back * To be determined according to tenders lodged Discount + Will be the largest discount in the 8%~-14% range that enables Ric Tinto Limited to purchase the amount of capital it determines to buy back + Buy-Back Price’ proposed to be announced no late
Slide 9: Scale back
RIO HATO Scale back Scale back + ff the total number of shares tendered as Final Price Tenders or at a discount equal to or greater than the Buy-Back Discount is more than the number of shares Rio Tinto Limited wants to buy, tenders will be scaled back Priority + Before any scale back applies, Rio T
Slide 10: Australian tax implications
RIO . + . ‘ viNto Australian tax implications Composition | Capital component of Buy-Back |-+ Shareholders will generally be deemed for Australian CGT purposes to Price’ have sold their shares for A$4.00 plus any excess of the Tax Value over the Buy-Back Price? + The Tax Value will be A$40.02, adjus
Slide 11: THA matching buy-back
basis on or after the ex date of the 18" of March without jeopardising their entitlement to franking credits on shares acquired before that date which are bought back under the Buy-Back Tender. ee ea eo ae ae a RIO . TANTO THA matching buy-back + Tinto Holdings Australia Pty Limited (THA), a wholly
Slide 12: Key dates
RIO TINTO Key dates Key dates? Date — 2005 Announcement of the details of the buy-back Friday, 11 March Ex-date for buy-back 2 Friday, 18 March Cut-off date for franking credit entitlement under 45-day rule > Thursday, 24 March Record date for buy-back Thursday, 24 March Mail-out of buy-back booklet
Slide 13: Impact on the Rio Tinto Group
RIO YNTO [mpact on the Rio Tinto Group Enhanced + The buy-back is expected to enhance long term shareholder value ratios through increased earnings per share, cash flow per share and return on equity Funding + Internally generated funds and available surplus cash and borrowing facilities Gearing + T
Slide 14: Capital return programme
There will be a reduction in Rio Tinto Limited's available franking credits as a result of the Buy-Back Tender. However we expect that Rio Tinto Limited will continue to be in a position to fully frank its dividends for the reasonably foreseeable future. ee ea eo ae ae a RIO HATO Capital return prog
Slide 15: For further information please contact
RIO ‘ : TINTO For further information please contact: Office +61 (0) 3 9283 3620 Mobile +61 (0) 408 360 101 Buy-back 1300 657 022 toll free from within Australia enquiry line +61 3 9415 4137 if calling from outside Australia AUSTRALIA LONDON Media Relations lan Head Lisa Cullimore Office +44 (0) 20
Slide 16: Appendix — illustrative Australian tax examples
«fo Appendix — illustrative Australian tax examples Super Australian resident individuals * Fusd $0-$6,060 | $6,001- | $24,601 - $58,001- $70,000+ $21,600 $58,000 $70,006 [Marginal tax rate: 15.0% 0.0% 18.5% 31.5% 43.5% 48.5% hncome tax consequences Assumed fully franked dividend 35.91 36.041 35.91